Closing Date Income Tax definition

Closing Date Income Tax means the portion of any corporate income Tax liability that would otherwise be allocable to the Closing Date if that day were treated as a one-day short taxable period under the principles of Section 6.5(b) by reason of the termination of the S corporation status of the Company on the day before the Closing Date.
Sample 1

Examples of Closing Date Income Tax in a sentence

  • If Buyer or the Target Companies should receive payment of any Closing Date Income Tax Receivables following Closing, Buyer shall remit, or cause the Target Companies to remit, such funds to Seller promptly following receipt thereof.

  • From and after the Closing, Buyer shall, upon request of Seller from time to time, provide reasonable assistance in collecting any and all Closing Date Income Tax Receivables.

Related to Closing Date Income Tax

  • Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

  • Non-Income Tax means any Tax other than an Income Tax.

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).

  • State Income Tax means any Tax imposed by any State of the United States or by any political subdivision of any such State which is imposed on or measured by net income, including state and local franchise or similar Taxes measured by net income.

  • Unpaid estimated income tax means estimated income tax due but not paid by the date the tax is required to be paid under applicable law.

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

  • Non-Income Tax Return means any Tax Return relating to any Tax other than an Income Tax.

  • Closing Date Business Plan means the set of Projections of Borrowers for the 3 year period following the Closing Date (on a year by year basis, and for the 1 year period following the Closing Date, on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.

  • Closing Date Cash has the meaning specified in Section 3.4(a).

  • Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a).

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.

  • Closing Date Term Loan has the meaning specified in Section 2.01(a).

  • Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.

  • Taxable Allocation means, with respect to any Series, the allocation of any net capital gains or other income taxable for federal income tax purposes to a dividend paid in respect of such Series.

  • Tax roll means a permanent record of the taxes charged on property, as extended

  • Net Taxable Income has the meaning set forth in Section 4.01(b)(i).

  • Incremental income tax means the total amount withheld

  • Non-Income Taxes means any Taxes other than Income Taxes.

  • Income Tax means any federal, state, local, or foreign income tax, including any interest, penalty, or addition thereto, whether disputed or not.

  • Income Tax Return means any return, declaration, report, claim for refund, or information return or statement relating to Income Taxes, including any schedule or attachment thereto, and including any amendment thereof.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Incremental Income Taxes is defined in Section 6.9.

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Tax-Related Losses means (a) all federal, state, local and foreign Taxes (including interest and penalties thereon) imposed (or that would be imposed) pursuant to any settlement, Final Determination, judgment or otherwise; (b) all accounting, legal and other professional fees, and court costs incurred in connection with such Taxes; and (c) all costs, expenses and damages associated with stockholder litigation or controversies and any amount paid by Parent (or any Parent Affiliate) or SpinCo (or any SpinCo Affiliate) in respect of the liability of shareholders, whether paid to shareholders or to the IRS or any other Tax Authority, in each case, resulting from the failure of the Contribution, the First Internal Distribution, the Second Internal Distribution or the Distribution, to have Tax-Free Status.

  • Taxable income means, in the case of an individual, federal adjusted gross income determined without regard to 26 U.S.C. § 168(k) and:

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