Pre-Transfer Tax Period definition

Pre-Transfer Tax Period has the meaning assigned to such term in Section 4.19(b).
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Pre-Transfer Tax Period shall have the meaning set forth in Section 12.1(a).
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Pre-Transfer Tax Period means all taxable periods or portions thereof ending on or before the Closing Date.
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Examples of Pre-Transfer Tax Period in a sentence

  • Seller shall be liable for the proportionate amount of such Taxes that is attributable to the Pre-Transfer Tax Period, and Buyer shall be liable for the proportionate amount of such Taxes that is attributable to the Post-Transfer Tax Period.

  • The affidavits must be detailed, nonconclusory, and submitted in good faith Absent evidence ofbad faith, the veracity of an agency’s submissions explaining reasons for nondisclosure should not be questioned.

  • The applicable Seller shall be liable for the proportionate amount of such Apportioned Obligations that is attributable to the Pre-Transfer Tax Period.

  • Any refund or credit of Taxes of either the Company ------------------- or the S Sub for any Pre-Transfer Tax Period shall be for the account of the Shareholder.


More Definitions of Pre-Transfer Tax Period

Pre-Transfer Tax Period means any Tax Period ending on or before the Transfer Date and the portion of any Straddle Period ending on the Transfer Date.
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Related to Pre-Transfer Tax Period

  • Pre-Distribution Tax Period means any taxable period (or portion thereof) that ends on or before the Distribution Date.

  • Post-Distribution Tax Period means a Tax year beginning and ending after the Distribution Date.

  • Transfer Tax means any sales, use, transfer, real property transfer, recording, stock transfer and other similar Tax and fees, including any interest, penalty or addition thereto, whether disputed or not; provided, however, that the term “Transfer Tax” shall not include any Income Tax.

  • Tax Period means, with respect to any Tax, the period for which the Tax is reported as provided under the Code or other applicable Tax Law.

  • Post-Closing Tax Period means any taxable period beginning after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.

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

  • Transfer Taxes means any and all sales, use, value added, stamp, documentary, filing, recording, transfer, real estate, stock transfer, intangible property transfer, personal property transfer, gross receipts, registration, securities transactions, conveyance and notarial Taxes, and similar fees, Taxes and governmental charges (together with any interest, penalty, addition to Tax, and additional amount imposed in respect thereof) arising out of or in connection with the transactions contemplated by this Agreement.

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

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Straddle Tax Period means a Tax period that begins on or before the Closing Date and ends after the Closing Date.

  • Non-U.S. Tax Person A person other than a U.S. Tax Person.

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

  • 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.

  • Seller Taxes has the meaning set forth in Section 11.1(f).

  • Straddle Period means any taxable period beginning on or before the Closing Date and ending after the Closing Date.

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

  • U.S. Tax Person means a Person that is a “United States person” as defined in Section 7701(a)(30) of the Code, generally including:

  • Transaction Payroll Taxes means the employer portion of any payroll or employment Taxes incurred or accrued with respect to any bonuses, option exercises, payments to employee stock option holders or other compensatory payments made in connection with the transactions contemplated by this Agreement.

  • Distribution Taxes means any Taxes incurred as a result of the failure of the Intended Tax-Free Treatment of the Internal Restructuring, the Controlled Transfer or the Distribution.

  • 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.

  • Non-United States Tax Person Any Person other than a United States Tax Person.

  • Transaction Tax Deductions means any Tax deductions relating to (i) the Company Transaction Expenses, and (ii) repayment of the Indebtedness, including any unamortized deferred financing fees in connection with the Indebtedness.

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

  • Assumed State and Local Tax Rate means the tax rate equal to the sum of the products of (x) the Corporation’s income tax apportionment factor for each state and local jurisdiction in which the Corporation files income or franchise tax returns for the relevant Taxable Year and (y) the highest corporate income and franchise tax rate in effect for such Taxable Year for each such state and local jurisdiction in which the Corporation files income tax returns for each relevant Taxable Year.

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

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