Definition of Pre-Closing Date Income Taxes

  1. Pre-Closing Date Income Taxes means all liability for Income Taxes of the Company, calculated in the case of any such taxes related to any Nyer Group Return on a separate return basis for the Company, for Pre-Closing Date Income Tax Periods. For the avoidance of doubt, Pre-Closing Date Income Taxes shall include Income Taxes of the Company resulting from or imposed in connection with the WAG Transaction, calculated on the basis of the agreed upon allocation of the aggregate purchase price pursuant to the WAG Agreement.

Definition of Pre-Closing Date Income Taxes in Transaction Agreement

Pre-Closing Date Income Taxes means all liability for Income Taxes of the Company, calculated in the case of any such taxes related to any Nyer Group Return on a separate return basis for the Company, for Pre-Closing Date Income Tax Periods. For the avoidance of doubt, Pre-Closing Date Income Taxes shall include Income Taxes of the Company resulting from or imposed in connection with the WAG Transaction, calculated on the basis of the agreed upon allocation of the aggregate purchase price pursuant to the WAG Agreement.