Company Taxes means any cost or liability of the Company with respect to Taxes or an Employee Benefit Plan that are owed by the Company to any Person resulting from the Transactions, related to any taxable period (or portion thereof) ending prior to the Closing, or occurring as a result of facts, actions or inactions that originated or occurred prior to the Closing.
Company Taxes shall have the meaning set forth in Section 7.2(a).
Company Taxes the meaning set forth in Section 4.7(a).
Examples of Company Taxes in a sentence
Each Company shall pay, or shall cause to be paid, to the applicable Tax Authority when due all Separate Company Taxes owed by such Company or a member of such Company's Group.
All such Separate Company Taxes shall be paid by the party to whom they are allocated hereunder in accordance with the provisions of Section 5.
Each Company shall pay, or shall cause to be paid, to the applicable Tax Authority when due all Separate Company Taxes and Other Taxes owed by such Company or a member of such Company's Group.
Company shall be responsible for, indemnify, defend and hold Contractor Group harmless from and against all Claims connected with any Company Taxes or failures to make necessary filings or registrations together with any costs of compliance therewith.
Notwithstanding anything to the contrary in the foregoing, in the case of both Separate Company Taxes and Consolidated or Combined Income Taxes, Packaging Company shall pay to the appropriate State Tax Authority any estimated Taxes with respect to the Tax Period ended December 31, 1999 due after the Distribution Date.
More Definitions of Company Taxes
Company Taxes means all US federal, state or local taxes and all non-US taxes and other assessments of a similar nature, in each case, imposed upon or assessed against the Company, including income, profits, gains, gross receipts, windfall profits, value added, severance, property, production, sales, use, duty, stamp duty, license, excise, franchise, employment, withholding or similar taxes, together with any interest, additions or penalties with respect thereto and any interest in respect of such additions or penalties; and "COMPANY TAX", when used as a noun, means any one or more Company Taxes and, when used as an adjective, means of or pertaining to Company Taxes.
Company Taxes means all income, capital gains, gross income, gross receipts, sales, use, transfer, ad valorem, franchise, profits, licenses, withholding, payroll, employment, excise, severance, stamps, occupation, premium, property, windfall profits or other taxes or customs duties, or any interest, any penalties, additions to tax or additional amounts assessed or similarly charged by any taxing authority (domestic or foreign) upon the Company.
Company Taxes means any Taxes (a) imposed on the Company for any period, (b) imposed with respect to the Assets for any period (or portion of any period) ending on or before the Effective Time, or (c) any Transfer Taxes.
Company Taxes means (a) any Taxes imposed on or with respect to the Company or the Assets, and (b) the portion of any Taxes imposed on any Seller Consolidated Group for any taxable period that is attributable to the Company, determined as though the Company were taxable on a separate standalone basis with respect to its taxable items during such taxable period; provided, however, that Company Taxes shall not include (i) Flow-Through Income Taxes imposed on the Company’s direct or indirect owners or (ii) Transfer Taxes.
Company Taxes means, in each case, except to the extent specifically treated as a liability in the calculation of Net Working Capital, without duplication, any of the following Taxes (in each case, whether imposed, assessed, due or otherwise payable directly, as a successor or transferee, pursuant to a Tax sharing agreement entered (or assumed) by the Company or its Subsidiaries on or prior to the Closing Date, in connection with the filing of a Tax Return, as a result of an assessment or adjustment by any Governmental Entity, by means of withholding, or for any other reason and whether disputed or not): (i) any and all Taxes imposed on the Company and its Subsidiaries for all Pre-Closing Tax Periods and for the portion of any Straddle Period ending on the Closing Date, (ii) any and all Taxes of any member of an affiliated, consolidated, combined or unitary group of which the Company or any of its Subsidiaries (or any predecessor of the Company or its Subsidiaries) is or was a member on or prior to the Closing Date by reason of a liability under Treasury Regulation Section 1.1502-6 or any comparable provisions of foreign, state or local Law; (iii) any and all Taxes of any person imposed on the Company or its Subsidiaries arising under the principles of transferee or successor liability or by contract, relating to an event or transaction occurring before the Closing; and (iv) any out-of-pocket fees and expenses (including attorneys’ and accountants’ fees) incurred by the Company or its Subsidiaries or Buyer in connection with any amounts described in (i) – (iii).
Company Taxes shall have the meaning set forth for such term in Section ------------- 4.23.
Company Taxes has the meaning set forth in Section 4.5. “Computing System” means Company’s computers, servers, applications, files, electronic mail, electronic equipment, wireless devices, databases, data storage and other data resources, and Company- sponsored connections to the internet communications network. “Confidential Information” has the meaning set forth in Section 18.3(a). “Contract Documents” means the Purchase Order, this Agreement and all exhibits incorporated into this Agreement (as set forth in Section 1.3), as the same may be amended, supplemented or modified from time to time in accordance with the terms hereof. “Contract Price” means the “Contract Price” set forth in the Purchase Order, which shall equal the sum of the EPC Price and the Service Package Extension Fees including all Taxes, and which sum shall only be subject to adjustment in accordance with the Contract Documents. “Contractor” means Ameresco Inc., a Delaware corporation (as referenced in the opening paragraph hereof), and includes its legal successors and permitted assignees as may be accepted by Company, in writing, pursuant to the terms of the Contract Documents. “Contractor Equipment” means all of the equipment, materials, apparatus, structures, tools, supplies and other goods provided and used by Contractor and its Subcontractors and Vendors, whether owned, leased, rented or hired, for performance of the Work but which is not intended to be incorporated into the ESS. “Contractor Event of Default” has the meaning set forth in Section 15.1. “Contractor Insurance Policies” has the meaning set forth in Section 9.1. “Contractor Permits” means all Applicable Permits, except those Applicable Permits specifically listed on Exhibit G. “Contractor Project Engineering Manager” means the person designated by Contractor as having the responsibility, authority and supervisory power of Contractor for the engineering and design of the ESS. “Contractor Project Manager” means the person designated by Contractor as having the centralized responsibility, authority and supervisory power of Contractor for design, procurement, construction, installation, testing and start-up of the ESS, as well as all matters relating to the administration of the provisions of the Contract Documents. “Contractor Records” has the meaning set forth in Section 18.15(a). “Contractor Site Manager” means an employee of Contractor, working under the supervision of the Contractor Project Manager, located at the Job Site on a dail...