Material Taxes definition

Material Taxes means taxes in excess of US$25,000 unless such amount is being bone fide disputed and a reserve is being held in regard to that amount.
Sample 1Sample 2
Material Taxes means any Tax if the liability of the Company or any of its Subsidiaries therefore under applicable Law, exceeded or exceeds (a) $250,000 or (b) solely in the case of Section 5.1(n), $500,000.
Sample 1
Material Taxes means an aggregate amount of all Taxes owing by the Company in excess of Fifty Thousand Dollars ($50,000).
Sample 1

Examples of Material Taxes in a sentence

  • Except as set forth in Section 5.20(a) of the Disclosure Schedule, the Company has (i) filed (or has had filed on its behalf) on a timely basis including proper extensions, all material Tax Returns as required to be filed by it, and all such Tax Returns reflect accurately all liability for Material Taxes of the Company and are true and complete , and (ii) paid all Material Taxes due and owing by the Company for any Pre-Closing Tax Period (whether or not shown on any Tax Return filed by the Company).

  • It has made adequate provision for Material Taxes payable by it for the current period and any previous period for which tax returns are not yet required to be filed.

  • There is no ongoing or pending suit with respect to any Material Taxes of the Borrower and the Subsidiaries.

  • It has paid all Material Taxes due and payable by it, unless they are being contested diligently, in good faith and by appropriate proceedings, it has made adequate provisions or reserves for payment of the contested amount and it has provided evidence of the provisions or reserves for the contested amount that the Agent requires.

  • Except (i) acts, events or omissions that are ordinary business activities, (ii) to the extent relating to income an FABC Entity receives after the Closing, or (iii) as set forth in Section 4.8(b) of the FABC Disclosure Memorandum, to the Knowledge of FABC, no acts, events or omissions have occurred on or before the Closing Date that would result in Material Taxes for which any FABC Entity is or may become liable that will apply in a period or a portion thereof beginning on or after the Closing Date.

  • Except (i) acts, events or omissions that are ordinary business activities, (ii) to the extent relating to income a FAHC Entity receives after the Closing, or (iii) as set forth in Section 4.8(b) of the FAHC Disclosure Memorandum, no acts, events or omissions have occurred on or before the Closing Date that would result in Material Taxes for which any FAHC Entity is or may become liable that will apply in a period or a portion thereof beginning on or after the Closing Date.

  • Borrowing Base Calculation 144155 Section IV CONDITIONS PRECEDENT 144155 Section 4.1. Conditions to Closing Date 144155 Section 4.2. Conditions to Each Post-Closing Extension of Credit 148159 Section V AFFIRMATIVE COVENANTS 149160 Section 5.1. Financial Statements 149160 Section 5.2. Certificates; Other Information 151162 Section 5.3. Payment of Material Taxes 153164 Section 5.4. Conduct of Business and Maintenance of Existence, Compliance with Laws, Etc.

  • All Material Taxes attributable to all taxable periods ended on or before the Closing Date, to the extent not required to have been previously paid, will be fully and adequately reserved for as a Tax liability on Crown's financial statements in accordance with GAAP.

  • The amounts recorded as reserves for Tax liability on the Most Recent Balance Sheet are sufficient in the aggregate for the payment by Crown of all unpaid Material Taxes (including any interest or penalties thereon) whether or not disputed or accrued, for all periods ended on or prior to the date of such statement.

  • The EST will also assess typical non- permitted overland freight costs and determine if typical percentages of material costs are adequate or if subcontractor pricing is needed.o Material Taxes / Import Duties – For all CONUS sourced materials, the EST and PRO will define the appropriate sales tax rates that need to be applied to all material costs.


More Definitions of Material Taxes

Material Taxes means any particular Taxes which are material in amount when considered individually and those Taxes which are not material in amount when considered individually but which, when considered in the aggregate, are material in amount.
Sample 1
Material Taxes means an amount of Taxes in excess of $100,000 that has not been paid or otherwise provided for in the Alexco Financial Statements or the Hecla Financial Statements, as applicable.
Sample 1
Material Taxes means any Taxes the liability for which when aggregated with the liabilities for all other Taxes equals or exceeds $50,000.
Sample 1
Material Taxes means any obligation in the form of a tax or assessment by a governmental entity in an amount greater than $500.00. To the Shareholder’s Knowledge, EBI is not presently under, nor has EBI received notice of, any contemplated investigation or audit by the Internal Revenue Service or any foreign or state taxing authority concerning any fiscal year or period ended prior to the date hereof. There are no liens for Taxes (other than Taxes not yet due and payable) upon any of the assets of EBI, including without limitation, income Taxes, social security Taxes, unemployment Taxes and other similar withholding Taxes. EBI is not a party to any tax-sharing agreements or similar contracts or arrangements.
Sample 1

Related to Material Taxes

  • Actual Tax Liability means, with respect to any Taxable Year, the sum of (i) the sum of (A) the liability for U.S. federal income Taxes of the Corporate Taxpayer and (B) without duplication, the portion of any liability for U.S. federal income Taxes imposed directly on OpCo (and OpCo’s applicable subsidiaries) under Section 6225 or any similar provision of the Code that is allocable to the Corporate Taxpayer under Section 704 of the Code, in each case using the same methods, elections, conventions and similar practices used on the relevant IRS Form 1120 (or any successor form) and (ii) the product of the amount of the U.S. federal taxable income for such taxable year reported on the Corporate Taxpayer’s IRS Form 1120 (or any successor form) and the Blended Rate.

  • Local taxes means all taxes levied other than taxes levied for school operating purposes.

  • Special Taxes means any and all present or future taxes, levies, imposts, deductions, charges or withholdings, or any liabilities with respect thereto, including those arising after the date hereof as result of the adoption of or any change in law, treaty, rule, regulation, guideline or determination of a Governmental Authority or any change in the interpretation or application thereof by a Governmental Authority but excluding, in the case of Lender, such taxes (including income taxes, franchise taxes and branch profit taxes) as are imposed on or measured by Lender’s net income by the United States of America or any Governmental Authority of the jurisdiction under the laws under which Lender is organized or maintains a lending office.

  • Assumed Tax Liability means, with respect to any Member, an amount equal to the excess of (i) the product of (A) the Distribution Tax Rate multiplied by (B) the estimated or actual cumulative taxable income or gain of the Company, as determined for federal income tax purposes, allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, less prior losses of the Company allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, in each case, as determined by the Manager and to the extent such prior losses are available to reduce such income over (ii) the cumulative Tax Distributions made to such Member after the closing date of the IPO pursuant to Sections 4.01(b)(i), 4.01(b)(ii) and 4.01(b)(iii) and, if applicable with respect to such Fiscal Year, pursuant to Section 4.1(a) of the Previous LLC Agreement; provided that, in the case of the Corporation, such Assumed Tax Liability (x) shall be computed without regard to any increases to the tax basis of the Company’s property pursuant to Sections 734(b) or 743(b) of the Code and (y) to the extent permitted under the Credit Agreements and applicable Law, shall in no event be less than an amount that will enable the Corporation to meet both its tax obligations and its obligations pursuant to the Tax Receivable Agreement for the relevant Taxable Year; provided further that, in the case of each Member, and for the avoidance of doubt, such Assumed Tax Liability shall take into account any Code Section 704(c) allocations (including “reverse” 704(c) allocations) to the Member.

  • Tax or Taxes means any federal, state, county, local or foreign taxes, charges, fees, levies, or other assessments, including all net income, gross income, sales and use, ad valorem, transfer, gains, profits, excise, franchise, real and personal property, gross receipts, capital stock, production, business and occupation, disability, employment, payroll, license, estimated, stamp, custom duties, severance or withholding taxes or charges imposed by any governmental entity, and includes any interest and penalties (civil or criminal) on or additions to any such taxes; and

  • Additional Taxes means taxes, duties or other governmental charges imposed on the Trust as a result of a Tax Event (which, for the sake of clarity, does not include amounts required to be deducted or withheld by the Trust from payments made by the Trust to or for the benefit of the Holder of, or any Person that acquires a beneficial interest in, the Securities).

  • Asset Taxes means all ad valorem, property, excise, severance, production or similar Taxes (including any interest, fine, penalty or addition to Tax imposed by a taxing authority in connection with such Taxes) based upon operation or ownership of the Assets or the production of Hydrocarbons therefrom but excluding, for the avoidance of doubt, (a) income, capital gains, franchise and similar Taxes and (b) Transfer Taxes.

  • Seller Taxes has the meaning set forth in Section 11.1(f).

  • Transaction Payroll Taxes means the employer portion of any payroll or employment Taxes incurred or accrued with respect to any bonuses, option exercises and cashouts, change of control or other compensatory payments made in connection with the transactions contemplated by this Agreement.

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

  • Payroll Taxes means State Unemployment Insurance (“SUI”), Federal Unemployment Insurance (“FUI”) and payments pursuant to the Federal Insurance Contributions Act (“FICA”).

  • Tax Liabilities means all liabilities for Taxes.

  • Combined Tax Return means a Tax Return filed in respect of U.S. federal, state, local or non-U.S. income Taxes for a Combined Group, or any other affiliated, consolidated, combined, unitary, fiscal unity or other group basis (including as permitted by Section 1501 of the Code) Tax Return of a Combined Group.

  • 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).

  • Base Taxes means Taxes for the calendar year specified as the Base Year in the Basic Lease Information.

  • criminal tax matters means tax matters involving intentional conduct which is liable to prosecution under the criminal laws of the applicant Party;

  • U.S. Taxes means any present or future tax, assessment or other charge or levy imposed by or on behalf of the United States of America or any taxing authority thereof or therein.

  • New Taxes Any taxes enacted by any Governmental Authority after the Effective Date or by any Governmental Rule effective after the Effective Date resulting in the application, for the first time, of any tax to Participating Consumers with respect to All-Requirements Power Supply.

  • Cash Taxes in respect of any fiscal period means amounts actually paid by the Companies in such fiscal period in respect of income and capital Taxes (whether relating to such fiscal period or any other fiscal period).

  • Consolidated Taxes means, with respect to any Person for any period, the provision for taxes based on income, profits or capital, including, without limitation, state, franchise, property and similar taxes, foreign withholding taxes (including penalties and interest related to such taxes or arising from tax examinations) and any Tax Distributions taken into account in calculating Consolidated Net Income.

  • Foreign taxes means value-added taxes and custom duties assessed by a foreign government on a commodity. It does not include foreign sales taxes.

  • Material Gas Imbalance means, with respect to all Gas Balancing Agreements to which any Loan Party is a party or by which any Mineral Interest owned by any Loan Party is bound, a net gas imbalance to Borrower or any other Loan Party, individually or taken as a whole in excess of $1,000,000. Gas imbalances will be determined based on written agreements, if any, specifying the method of calculation thereof, or, alternatively, if no such agreements are in existence, gas imbalances will be calculated by multiplying (x) the volume of gas imbalance as of the date of calculation (expressed in thousand cubic feet) by (y) the heating value in BTU’s per thousand cubic feet, times the Xxxxx Hub average daily spot price for the month immediately preceding the date of calculation, adjusted for location differential and transportation costs based on the location where the Mineral Interests giving rise to the imbalances are located.

  • Taxes means all present or future taxes, levies, imposts, duties, deductions, withholdings (including backup withholding), assessments, fees or other charges imposed by any Governmental Authority, including any interest, additions to tax or penalties applicable thereto.

  • Transaction Taxes has the meaning set forth in Section 2.6.

  • Material Environmental Liabilities means Environmental Liabilities exceeding $500,000 in the aggregate.