Pre-Closing Affiliated Group definition

Pre-Closing Affiliated Group means HPI, FastFunds and each of the Other Subsidiaries, to the extent that such corporation was a member of HPI’s Affiliated Group during any Pre-Closing Taxable Year; and any of their respective successors that retain their Taxable attributes. To the extent applicable to any state income Tax matters, the “Pre-Closing Affiliated Group” shall also include all corporations joining, or whose income is reported, in the filing of a consolidated, combined or unitary income Tax Return for the state in question.
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Examples of Pre-Closing Affiliated Group in a sentence

  • Any Tax Refund received by any such member with respect to its own separate Tax liability, as determined with respect to a Tax Return filed under this paragraph, shall be retained by that member and, if another member of the Pre-Closing Affiliated Group actually receives such Tax refund, such other member shall remit the amount of the Tax Refund to the member entitled to retain it.

  • Such Tax Returns will report the income and operations of the Pre-Closing Affiliated Group in a manner consistent with past practice.

  • Each member of the Pre-Closing Affiliated Group shall be responsible for preparing and filing all Tax Returns that are required to be filed by that member before or after the Closing Date and are not filed on a consolidated, combined or unitary basis; and that member shall make (or cause to be made) any required Tax payments due with respect to such Tax Returns.

  • The parties hereby agree to terminate any existing Tax sharing agreement between or among members of the Pre-Closing Affiliated Group.

Related to Pre-Closing Affiliated Group

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • Closing Period means the period between the close of business on the date of this Agreement and the Closing.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Pre-Closing Tax Return has the meaning set forth in Section 7.1(a).

  • Affiliated Group means any affiliated group within the meaning of Section 1504(a) of the Code or any similar group defined under a similar provision of state, local or foreign law.

  • Pre-Closing Period means any taxable period ending on or before the Closing Date.

  • Acquired Entities means the Company and the Company Subsidiaries.

  • Pre-Closing Tax Returns has the meaning specified in Section 8.04(a).

  • Target Companies means the Company and its Subsidiaries.

  • Pre-Closing Taxable Period means with respect to any tax, any applicable taxable period ending on or prior to consummation of the transactions contemplated hereby on the Closing Date or the allocable portion of any applicable taxable period that includes but does not end on the Closing Date.

  • Designated Group means - i) Black designated groups; ii) Black People; iii) Women; iv) people with disabilities or v) Small enterprise, as defined in Section 1 of National Small Enterprise Act, (102 of 1996)

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Excluded Entities has the meaning set forth in Section 2.2(b)(iv).

  • Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Subject Company shall have the meaning set forth in Section 6.10(a).

  • Parent Group has the meaning set forth in Section 8.03(c).

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.

  • Pre-Closing Tax Periods means any and all Tax periods that end on or before the Closing Date and the portion of any Straddle Period ending at the end of day on which the Closing occurs.

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Transferred Employees has the meaning set forth in Section 6.4(a).

  • Released Entities means released entities as such term is defined