Allocable Tax Amount definition

Allocable Tax Amount has the meaning set forth in Section 5.18(b).
Allocable Tax Amount means, with respect to any proposed distribution in kind of Subject HSWI Shares, the product of (A) the excess of (x) the sum of (I) the Market Value of the Distributable HSWI Shares and (II) the gross cash sale proceeds from the sale of Subject HSWI Shares in connection with such proposed distribution, less (III) the Discovery Sharing [***] These portions of this exhibit have been omitted and filed separately with the Commission pursuant to a request for confidential treatment. Amount, over (y) the adjusted tax basis of the Subject HSWI Shares sold for cash or distributed in kind in such transaction (as appropriately adjusted to reflect any allocable Sale Expenses) and (B) the effective United States federal, state and local income tax rate (expressed as a percentage), as determined by Discovery in good faith, imposed on Discovery, any consolidated, combined or similar group of which Discovery and/or the Company is a member, and/or the Company (as the case may be) with respect to any taxable gain realized on the sale or distribution in kind of the Subject HSWI Shares in such transaction.
Allocable Tax Amount means, with respect to any proposed distribution in kind of Subject HSWI Shares, the product of (A) the excess of (x) the sum of (I) the Market Value of the Distributable HSWI Shares and (II) the gross cash sale proceeds from the sale of Subject HSWI Shares in connection with such proposed distribution, less (III) the Discovery Sharing Amount, over (y) the adjusted tax basis of the Subject HSWI Shares sold for cash or distributed in kind in such transaction (as appropriately adjusted to reflect any allocable Sale Expenses) and (B) the effective United States federal, state and local income tax rate (expressed as a percentage), as determined by Discovery in good faith, imposed on Discovery, any consolidated, combined or similar group of which Discovery and/or the Company is a member, and/or the Company (as the case may be) with respect to any taxable gain realized on the sale or distribution in kind of the Subject HSWI Shares in such transaction.

Examples of Allocable Tax Amount in a sentence

  • For avoidance of doubt, the Discovery Sharing Amount shall be zero, the Allocable Tax Amount shall be zero, the Shareholder Tax Amount shall be zero, and no cash shall be included in the Net HSWI Share Proceeds.

  • You are obliged to comply with the requirements of the national and international bodies that regulate nursing.

Related to Allocable Tax Amount

  • Applicable Tax Rate means the estimated highest aggregate marginal statutory U.S. federal, state and local income, franchise and branch profits tax rates (determined taking into account the deductibility of state and local income taxes for federal income tax purposes and the creditability or deductibility of foreign income taxes for federal income tax purposes) (“Tax Rate”) applicable to any Partner on income of the same character and source as the income allocated to such Partner pursuant to Sections 5.04(a) and (b) for such fiscal year, fiscal quarter or other period, as determined by the Tax Matters Partner in its discretion; provided that, in the case of a Partner that is a partnership, grantor trust or other pass-through entity under U.S. federal income tax law, the Tax Rate applicable to such Partner for purposes of determining the Applicable Tax Rate shall be the weighted average of the Tax Rates of such Partner’s members, grantor-owners or other beneficial owners (weighted in proportion to their relative economic interests in such Partner), as determined by the Tax Matters Partner in its discretion; provided, further, that if any such member, grantor-owner or other beneficial owner of such Partner is itself a partnership, grantor trust or other pass-through entity similar principles shall be applied by the Tax Matters Partner in its discretion to determine the Tax Rate of such member, grantor-owner or other beneficial owner.

  • Applicable Taxes means the Goods and Services Tax (GST), the Harmonized Sales Tax (HST), and any provincial tax, by law, payable by Canada such as, the Quebec Sales Tax (QST) as of April 1, 2013.

  • Available Tax Increment means the Gross Tax Increment received by the City from Hennepin County during the period preceding each semi-annual Payment Date, less (i) the amount of tax increment, if any, which the City must pay to the school district, the county and the state pursuant to Minnesota Statutes, Sections 469.177, Subds. 9 and 11; 469.176, Subd. 4h; and 469.175, Subd. 1a, as the same may be amended from time to time, (ii) actual administrative costs of the City in an amount not to exceed 10% of Gross Tax Increment.

  • Applicable Tax State means the State in which the Owner Trustee maintains its Corporate Trust Office, the State in which the Owner Trustee maintains its principal executive offices and the State of Michigan.

  • Applicable Tax Law means any foreign, federal, state or local tax law, statute, regulation, rule, code or ordinance enacted, adopted, issued or promulgated by any Governmental Body or common law that apply to any party hereto, this Agreement or the activities contemplated hereby, as applicable.

  • Applicable Tax means any tax applicable in the jurisdiction of the Work;

  • Tax Amount has the meaning set forth in Section 4.01(b)(i).

  • After Tax Amount means the amount of the Aggregate Payments less all federal, state, and local income, excise and employment taxes imposed on the Executive as a result of the Executive’s receipt of the Aggregate Payments. For purposes of determining the After Tax Amount, the Executive shall be deemed to pay federal income taxes at the highest marginal rate of federal income taxation applicable to individuals for the calendar year in which the determination is to be made, and state and local income taxes at the highest marginal rates of individual taxation in each applicable state and locality, net of the maximum reduction in federal income taxes which could be obtained from deduction of such state and local taxes.

  • Pre-Tax Earnings means the Corporation's earnings before income taxes as reported in the Company's Consolidated Income Statement for each fiscal year of the Performance Period, excluding any non-cash charge incurred in accordance with accounting principles generally accepted in the United States of America (GAAP) for any restricted stock or restricted stock unit awards granted during the Performance Period and all options, restricted stock and other equity compensation granted to Directors during the Performance Period.

  • Pre-Tax Income means income, as determined by GAAP, prior to deduction of the Bonus Pool (as hereinafter defined) and income taxes, and if applicable, after the deduction of any bonus pool of a future officer bonus plan adopted by the Company relating to an applicable Award Year and adjustments approved by the Board as described herein.

  • maximum council tax reduction amount means the amount determined in accordance with paragraph 29;

  • Straddle Tax Period means a Tax period that begins on or before the Closing Date and ends after the Closing Date.

  • Net After Tax Amount means the amount of any Parachute Payments or Capped Payments, as applicable, net of taxes imposed under Code Sections 1, 3101 (b) and 4999 and any State or local income taxes applicable to the Executive on the date of payment. The determination of the Net After Tax Amount shall be made using the highest combined effective rate imposed by the foregoing taxes on income of the same character as the Parachute Payments or Capped Payments, as applicable, in effect on the date of payment.

  • Tax Distribution Amount means, with respect to a Member’s Units, whichever of the following applies with respect to the applicable Tax Distribution, in each case in amount not less than zero:

  • Gross-Up Amount has the meaning set forth in definition of “Make Whole Amount.”

  • Eligible taxpayer means a taxpayer that meets both of the following conditions:

  • Income Tax Expense means for Borrower and its Subsidiaries, on a consolidated basis for any period, all state and federal income taxes (including without limitation Texas franchise taxes) paid or due to be paid during such period.

  • Base Tax Year means the property tax levy year used

  • Effective tax rate means the rate that will produce last year’s total tax levy (adjusted) from this year’s total taxable values (adjusted). “Adjusted” means lost values are not included in the calculation of last year’s taxes and new values are not included in this year’s taxable values.

  • Tax Revenue means, with respect to the Project Area, (a) those tax revenues referred to (1) in the last sentence of the first paragraph of Article VIII, Section 12 of the Constitution of the State and (2) in Section 18-2147, Reissue Revised Statutes of Nebraska, as amended, and (b) all payments made in lieu thereof.

  • Assumed Tax Rate means the highest effective marginal combined U.S. federal, state and local income tax rate for a Fiscal Year prescribed for an individual or corporate resident in New York, New York (taking into account (a) the nondeductiblity of expenses subject to the limitation described in Section 67(a) of the Code and (b) the character (e.g., long-term or short-term capital gain or ordinary or exempt income) of the applicable income, but not taking into account the deductibility of state and local income taxes for U.S. federal income tax purposes). For the avoidance of doubt, the Assumed Tax Rate will be the same for all Partners.

  • Consolidated Tax Expense means, for any period, the tax expense of Borrower and its Subsidiaries, for such period, determined on a consolidated basis in accordance with GAAP.

  • Total After-Tax Payments means the total of all “parachute payments” (as that term is defined in Section 280G(b)(2) of the Code) made to or for the benefit of the Executive (whether made hereunder or otherwise), after reduction for all applicable federal taxes (including, without limitation, the tax described in Section 4999 of the Code).

  • Tax Payment means either the increase in a payment made by an Obligor to a Finance Party under Clause 12.2 (Tax gross-up) or a payment under Clause 12.3 (Tax indemnity).

  • Pre-Tax Contributions means, for any Participant, the aggregate of the Participant's Basic Pre-Tax Contributions and Supplemental Pre-Tax Contributions contributed to the applicable Pre-Tax Contribution Account.

  • Permitted Tax Distribution for any fiscal year means any payments in compliance with clause (6) of the second paragraph under Section 4.03.