Host Marriott Member definition

Host Marriott Member a corporation that was immediately before the Spin-off a Pre-Spin-off Member and becomes a member of the Host Marriott Group at the beginning of the day immediately after the Closing Date. "Information Return(s)" -- with respect to any corporation or Affiliated Group, any and all reports, returns, declarations or other filings (other than Tax Returns) required to be supplied to any Tax Authority.
Host Marriott Member a corporation that was immediately before the Distribution a Pre-Distribution Member and is a member of the Host Marriott Group at the beginning of the day immediately after the Closing Date. "Income Tax(es) -- with respect to any entity, any and all taxes based upon or measured by net income, gross income, gross receipts, alternative minimum taxable income or equity, regardless of whether denominated as an "income tax," a "franchise tax," an "equity-based franchise tax" or otherwise, imposed by any Taxing Authority, whether any such tax is imposed directly or through withholding or otherwise, together with any interest and any penalty, addition to tax or additional amount. "Income Tax Attribute" any deduction, loss, adjustment, or other tax item or attribute, other than an Income Tax Credit, that can be used by a taxpayer to reduce its taxable income for purposes of determining its Income Tax liability (assuming for these purposes that the taxpayer has sufficient taxable income to fully utilize the deduction, loss or other tax attribute).

Examples of Host Marriott Member in a sentence

  • Neither Services nor Host Marriott shall file any carryback claim for federal Taxes or state, local or foreign Taxes in a Combined Jurisdiction for the Services Group or any Services Member or the Host Marriott Group or any Host Marriott Member into a Pre-Closing Taxable Period without the prior written consent of Host Marriott or Services, as applicable, which shall not be unreasonably withheld.

  • Host Marriott hereby guarantees the ------------------------- complete and prompt performance by the Host Marriott Group, each Host Marriott Member, the Pre-Distribution Group, and all Affiliates of Host Marriott or any Host Marriott Member, of all of their obligations and undertakings pursuant to this Agreement.

  • Host Marriott, each Host Marriott Member, Services and each Services Member shall retain or cause to be retained all Tax Returns, and all books, records, schedules, workpapers, and other documents relating thereto, until the expiration of the later of (i) all applicable statutes of limitations (including any waivers or extensions thereof), and (ii) any retention period required by law or pursuant to any record retention agreement.

  • Services (or Host Marriott, as the case may be) shall notify Host Marriott (or Services) of any Taxes paid by the Services Group or any Services Member (or the Host Marriott Group or any Host Marriott Member) which are subject to indemnification under this Section 3.

  • Crestline (or Host Marriott, as the case may ---------------------- be) shall notify Host Marriott (or Crestline) of any Taxes paid by Crestline, the Crestline Group, any Crestline Member or any Affiliate of Crestline or a Crestline Member (or Host Marriott, the Host Marriott Group, any Host Marriott Member or any Affiliate of Host Marriott or a Host Marriott Group Member) which are subject to indemnification under this Section 3.

  • Notwithstanding the foregoing, the indemnification provisions in this Agreement shall not restrict the scope of any other indemnification provisions between any Host Marriott Member and any Services Member as set forth in any other intercompany agreements entered into in connection with the Spin-off or the Preliminary Transactions, including, but not limited to, that certain Management and Indemnification Agreement dated as of May 25, 1995 between Host Marriott and Host Marriott Travel Plazas, Inc.