Post-Closing Tax Periods means any and all Tax periods that begin after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.
Examples of Post-Closing Tax Periods in a sentence
With respect to Post-Closing Tax Periods, the SHO Companies shall pay to Sears Holdings, or Sears Holdings shall pay to the SHO Companies (in the case of a State Combined or Consolidated Return filed by an SHO Company, or in the case of payments with respect to Tax Benefit Items pursuant to section 4.02(d)), at the times provided by section 4.03, the amounts determined under section 4.02.
On or before the Closing Date, the Seller will deliver or cause to be delivered to the Buyer, at the Buyers request, copies of Tax Records, which are relevant to Post-Closing Tax Periods and all other files, books, records, information and data relating to the Acquired Interest, each of the Starfish Companies and the Subject Assets (other than Tax Records) that are in the possession or control of the Seller or any of its Affiliates (the Records).
Correspondingly, the Company shall not be liable for, and the Purchaser shall indemnify and hold the Company harmless, from and against, (i) any Taxes levied with respect to the Purchased Assets or Business attributable to Post-Closing Tax Periods or (ii) any other Taxes of the Purchaser for any periods.
The Purchaser will take no positions on the Tax Returns of the Company or IMP that relate to Post-Closing Tax Periods that would adversely affect the Sellers after the Closing Date for any Pre-Closing Tax Periods.
On or promptly after the Closing Date, the Seller shall deliver or cause to be delivered to the Buyer, copies of Tax Records which are relevant to Post-Closing Tax Periods and all other files, books, records, 26 information and data relating to the Acquired Companies or the Acquired Company Assets that are in the possession or control of the Seller or any of its Affiliates (the "RECORDS").