Post-Closing Taxes definition

Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.
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Post-Closing Taxes means Taxes of the Target Company and its Subsidiaries for any Post-Closing Tax Period.
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Post-Closing Taxes shall have the meaning set forth in Section 5.6(a)(iv).
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Examples of Post-Closing Taxes in a sentence

  • The SpinCo Group shall be treated as using Tax Benefits attributable to the Parent Business (as determined pursuant to Section 2.02) to the extent that Tax Benefits attributable to Parent Business reduce (i) Post-Closing Taxes attributable to, and payable by, SpinCo (or its Affiliates), computed on a “with and without basis” or (ii) Taxes payable by Parent (or its Affiliates) for which SpinCo would be liable pursuant to clause (i) of Section 2.01(a), computed on a “with and without” basis.

  • Transfer Taxes shall be borne as allocated in Section 2.4. All refunds of any such Taxes that constitute Pre-Closing Taxes shall be for the account of the Sellers (except to the extent included in the Purchased Assets), and all refunds of any Taxes that constitute Post-Closing Taxes shall be for the account of the Buyer.

  • UVSG shall timely pay or cause to be paid all Taxes relating to Post-Closing Returns ("Post-Closing Taxes").

  • Sellers and Buyer will make available to each other and to any taxing authority, and will cause to be made available (if necessary), all information, records or documents relating to the liability or potential liability for Pre-Closing Taxes, Overlap Period Taxes and Post-Closing Taxes during normal business hours as reasonably requested.

  • Purchaser shall be responsible for and shall indemnify and hold harmless Seller from and against any and all Tax claims resulting from, arising out of or relating to any and all Post-Closing Taxes imposed on or incurred by APC or the Distribution Division.


More Definitions of Post-Closing Taxes

Post-Closing Taxes means Taxes of Seller for any Post-Closing Tax Period.
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Post-Closing Taxes means (i) any and all Taxes imposed on any member of the Company Group for any taxable year or period that begins after the Closing Date and, with respect to any Straddle Period, the portion of such Straddle Period beginning after the Closing Date (determined in accordance with Section 7.6(b)); and (ii) all Excluded Taxes; provided, however, that Post-Closing Taxes shall not include any Taxes for which Sellers are liable under this Agreement, including, without limitation, Pre-Closing Taxes.
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Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period. “Pre-Closing Tax Period” means any taxable period ending on or before the Closing Date and, with respect to any taxable period beginning before and ending after the Closing Date, the portion of such taxable period ending on and including the Closing Date.
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Post-Closing Taxes means Taxes attributable to any Tax period beginning after the Closing Date, and, in the case of any Straddle Period, the portion of such Straddle Period beginning the day after the Closing Date;
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Post-Closing Taxes means Taxes of MTE for any Post-Closing Tax Period.
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Post-Closing Taxes means any Taxes of or payable by any of the Acquired Entities with respect to a Post-Closing Tax Period.
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Post-Closing Taxes means Taxes of the Company for taxable periods beginning after the Closing Date or for the portion of a Straddle Period beginning after the Closing Date. Taxes for a Straddle Period shall be allocated to the portion of the period ending after the Closing Date (i) ratably based on the number of days in the period if they are property or ad valorem Taxes and (ii) based on an interim closing of the books in the case of all other Taxes; provided, that exemptions, allowances or deductions that are calculated on an annual basis (including depreciation and amortization deductions) shall be apportioned on a per diem basis.
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