Acquisition Tax definition

Acquisition Tax means any Tax imposed by reason of the application of Section 355(d) or (e) of the Code or any similar state or local Tax that would not have been imposed had the Distribution not occurred, other than such a tax resulting from an acquisition by one or more persons of a "fifty percent or greater interest" (within the meaning of Section 355(d)(4) of the Code) in PFI.
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Examples of Acquisition Tax in a sentence

  • The Vendors will cooperate with the Corporations as reasonably required in connection with the preparation of the Acquisition Tax Returns by the Corporations.

  • Notwithstanding any other provision of this Agreement or of any other agreement among the Parties, TWG and WMC shall bear the burden of any Acquisition Tax.

  • However, if the Company is obliged to make payments of Land Acquisition Tax prior to the date of the Second Payment, notwithstanding what is stated above, then this amount will also be taken into account in the scope of the Additional Expenses and the situation regarding the excess amount that will be provided by Blue Square as aforesaid, will be deemed to be the same as the early payment and in a manner that this will bear costs, interest and indexation differences from the date on which it is provided.

  • Upon final resolution of the Acquisition Tax Liability and filing of appropriate amended or original returns, whether by agreement with the Internal Revenue Service, the expiration of applicable statutes of limitation or otherwise, any portion of the Escrow Deposit which has not been applied to the satisfaction of the Acquisition Tax Liability shall be distributed seventy-five percent (75%) to BT and twenty-five percent (25%) to Smit▇.

  • Acquisition Tax on the transfer of AMPAL's rights in the Real Estate to the BUYER will be borne and paid by the BUYER.

  • The Escrow Agent shall reserve in the Escrow Account such portion of the Escrow Deposit (up to the entire amount thereof) as is needed to satisfy the amount of any Loss or Litigation Expense relating thereto, indemnifiable under Section 5.1(b) or 5.1(c) of the Purchase Agreement (the "Acquisition Tax Liability").

  • In the event that Buyer shall claim that there has occurred any event (the "Event") constituting a Loss with respect to the Acquisition Tax Liability, Buyer shall give written notice of such Event to the Escrow Agent and Sellers' Agent; provided, however, that the omission to give such notice to Sellers' Agent shall not relieve Sellers from any liability which they may have for the Acquisition Tax Liability, except to the extent that Sellers are prejudiced by the failure to give such notice.

  • Notwithstanding any other provision of this Agreement or of any other agreement between a Ford Affiliate and a Visteon Affiliate, Visteon shall bear the burden of any Visteon Acquisition Tax.

  • There is no unsatisfied liability to capital acquisitions tax attached or attributable to the shares of the RW Stock or RW-UK Stock or any of the assets of any Group member and the shares of the RW Stock or RW-UK Stock and the said assets are not subject to a charge in favor of the Revenue Commissioners within Section 47 Capital Acquisitions Act 1976 or Section 60 Capital Acquisition Tax ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇.

  • It is clarified that for purposes of this clause “costs” do not include the costs of acquiring the land and Land Acquisition Tax.