Adjusted Pre-Closing Tax Attributes definition

Adjusted Pre-Closing Tax Attributes means, from time to time, the Pre-Closing Tax Attributes (i) reduced by the amount of any Pre-Closing Tax Attributes actually utilized by Purchaser or its Affiliates as of such time and (ii) adjusted to take into account any applicable limitations under the Code that exist immediately after the Closing, including those imposed pursuant to Section 382, 383 and 384, on the ability of Purchaser or its Affiliates to utilize any such unutilized Pre-Closing Tax Attributes as of such time.
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Related to Adjusted Pre-Closing Tax Attributes

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Post-Closing Tax Period means any taxable period beginning after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.

  • Pre-Closing Tax Return has the meaning set forth in Section 7.1(a).

  • Pre-Closing Tax Periods means any and all Tax periods that end on or before the Closing Date and the portion of any Straddle Period ending at the end of day on which the Closing occurs.

  • Pre-Closing Taxable Period means with respect to any tax, any applicable taxable period ending on or prior to consummation of the transactions contemplated hereby on the Closing Date or the allocable portion of any applicable taxable period that includes but does not end on the Closing Date.

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Pre-Distribution Tax Period means any taxable period (or portion thereof) that ends on or before the Distribution Date.

  • Pre-Closing Tax Returns has the meaning specified in Section 8.04(a).

  • Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.

  • Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.

  • Post-Distribution Tax Period means a Tax year beginning and ending after the Distribution Date.

  • Closing Period means the period between the close of business on the date of this Agreement and the Closing.

  • Tax Period means, with respect to any Tax, the period for which the Tax is reported as provided under the Code or other applicable Tax Law.

  • Tax Attributes means net operating losses, capital losses, tax credit carryovers, earnings and profits, foreign tax credit carryovers, overall foreign losses, previously taxed income, tax bases, separate limitation losses and any other losses, deductions, credits or other comparable items that could affect a Tax liability for a past or future taxable period.

  • Transaction Tax Deductions means any Tax deductions relating to (i) the Company Transaction Expenses, and (ii) repayment of the Indebtedness, including any unamortized deferred financing fees in connection with the Indebtedness.

  • Taxable value per membership pupil means each of the following divided by the district’s membership:

  • Post-Closing Period means any taxable period (or portion thereof) beginning after the Closing Date.

  • Pre-Closing Period means any taxable period ending on or before the Closing Date.

  • RI Closing Value means, in respect of a Reference Item and a ST Valuation Date, the Settlement Level (as defined in the Equity Linked Conditions) on such ST Valuation Date.

  • Closing Value means, as of a particular date, the value of a Share determined by the closing sales price for such Share (or the closing bid, if no sales were reported) as quoted on The New York Stock Exchange for the last market trading day prior to the date of determination, as reported in The Wall Street Journal or such other source as the Administrator deems reliable.

  • Hypothetical Tax Liability means, with respect to any Taxable Year, the Hypothetical Federal Tax Liability for such Taxable Year, plus the Hypothetical Other Tax Liability for such Taxable Year.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Assumed Final Distribution Date The Distribution Date in July 2036.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Tax Attribute means a net operating loss, net capital loss, unused investment credit, unused foreign tax credit, excess charitable contribution, general business credit or any other Tax Item that could reduce a Tax.