definiens: means:(a ) any Relief to the extent that it has been taken into account in computing ( and so reducing or eliminating ) any provision for deferred tax in theCompletion Accounts or which but for such Relief would have appeared in the Completion Accounts ; and(b ) any Relief to the extent that it has been shown as an asset in the Completion Accounts ; means 3 % per annum above Barclays Bank plc 's base rate from time to time ; means a payment made pursuant to Part 4 of the Taxation ( International and Other Provisions ) Act 2010 ; means the Capital Allowances Act ; means the Criminal Finances Act 2017 ; means the Corporation Tax Act 2009 ; means any dispute, appeal, negotiations or other proceedings in connection with a Tax Claim ; includes ( without limitation ) the expiry of a period of time, any Acquired Group Company becoming or ceasing to be associated orconnected with any other person for any Tax purpose or ceasing to be or becoming resident in any country for any Tax purpose, the death or thewinding up or dissolution of any person, the earning, receipt or accrual for any Tax purpose of any income, proﬁt or gains, the incurring of anyloss or expenditure, and any transaction ( including the execution and completion of all provisions of this Agreement ), event, act or omissionwhatsoever, and any reference to an Event occurring on or before a particular date shall include Events which for Tax purposes are deemed tohave or are regarded as having occurred on or before that date ; means any Relief available to be surrendered, shared or transferred between members of a Tax group;CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [ * * * ], HAS BEEN OMITTED BECAUSE IT ISNOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED