Pre-Closing Date Share definition

Pre-Closing Date Share means (a) with respect to any Income Tax liability for a Straddle Period, the amount that would be due for the portion of the tax period beginning on the first day of the Straddle Period and ending on the Closing Date, based on an interim closing of the books as of the close of business on the Closing Date, and (b) with respect to any other Tax liability for a Straddle Period, the total amount due for the entire Straddle Period, multiplied by (x) the number of days in the Straddle Period on or before the Closing Date divided by (y) the total number of days in the Straddle Period.
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Pre-Closing Date Share means with respect to a Straddle Period (a) in the case of real property, personal property and similar ad valorem Taxes, the total amount of Taxes due for the entire Straddle Period, multiplied by (i) the number of days in the Straddle Period on or before the Closing Date divided by (ii) the total number of days in the Straddle Period, and (b) in the case of all other Taxes, the amount of Taxes that would be due for the portion of the taxable period beginning on the first day of the Straddle Period and ending on the Closing Date, based on an interim closing of the books as of the close of business on the Closing Date.
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Pre-Closing Date Share means with respect to a Straddle Period (a) in the case of real property, personal property and similar ad valorem Taxes, the total amount of Taxes assessed in or attributable to the entire Straddle Period, multiplied by (i) the number of days in the Straddle Period on or before the Closing Date divided by (ii) the total number of days in the Straddle Period, and (b) in the case of all other Taxes, the amount of Taxes that would be due for the portion of the taxable period beginning on the first day of the Straddle Period and ending on the Closing Date, based on an interim closing of the books as of the close of business on the Closing Date.
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Examples of Pre-Closing Date Share in a sentence

  • Shareholders shall cause Seller to pay to Buyer, no later than five (5) Business Days before such Taxes are due, the Pre-Closing Date Share of any such Taxes.


More Definitions of Pre-Closing Date Share

Pre-Closing Date Share means (a) with respect to any income Tax liability for a Straddle Period, the amount that would be due for the portion of the tax period beginning on the first day of such Straddle Period and ending on the Closing Date, based on an interim closing of the books as of the close of business on the Closing Date, and (b) with respect to any other Tax liability for a Straddle Period, the total amount due for the entire Straddle Period, multiplied by(x) the number of days in such Straddle Period on or before the Closing Date divided by (y) the total number of days in such Straddle Period.
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Pre-Closing Date Share means with respect to any Tax liability for a Straddle Period, the portion of such Tax liability that would be due for the portion of such Straddle Period beginning on the first day of such Straddle Period and ending on (and including) the Closing Date, calculated in accordance with Section 8.12(d).
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Pre-Closing Date Share means (a) with respect to any real property, personal property, or ad valorem Taxes for a Straddle Period, the total amount due for the entire Straddle Period, multiplied by (x) the number of days in the Straddle Period prior to and including the Closing Date divided by (y) the total number of days in the Straddle Period, and (b) with respect to any other Taxes for a Straddle Period, the amount that would be due for the portion of the tax period beginning on the first day of the Straddle Period and ending on the Closing Date, based on an interim closing of the books as of the end of the day on the Closing Date.
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Pre-Closing Date Share shall have the meaning set forth in Section 7.1.
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Pre-Closing Date Share means (a) with respect to any Liability for Taxes for a Straddle Period that are based on or measured by income (or that include as one of their alternative bases a Tax based on or measured by income), and any sales, use, value added, employment, payroll, and other similar Taxes which are based on or related to sales, proceeds, receipts, disbursements, profits, gains, or similar items, the amount of such Liability for Taxes that would be due for the portion of the Taxable period beginning on the first day of the Straddle Period and ending on (and including) the Closing Date, based on an interim closing of the books as of the Closing, and (b) with respect to any other Liability for Taxes for a Straddle Period, the total amount of such Liability for Taxes due for the entire Straddle Period, multiplied by (i) the number of days in the portion of the Straddle Period beginning on the first day of the Straddle Period and ending on (and including) the Closing Date divided by (ii) the total number of days in the Straddle Period.
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Related to Pre-Closing Date Share

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Additional Closing Date shall have the meaning set forth in Section 2.3.2.

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).

  • Scheduled Closing Date Has the meaning specified in the NPA.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Original Closing Date means March 21, 2013.

  • Loan Closing Date means the date upon which the Loan is made to the Company.

  • Acquisition Closing Date means the “Closing Date” under and as defined in the Acquisition Agreement.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • Incremental Facility Closing Date has the meaning set forth in Section 2.14(d).

  • Anticipated Closing Date means the anticipated closing date of any proposed Qualified Sale Transaction, as determined in good faith by the Board of Directors on the Applicable Date.

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.