R&D Claim definition

R&D Claim means any claim for relief for expenditure on research and development under any of the provisions of Part 13 CTA 2009 or an R&D expenditure credit (as defined for the purposes of section 104A CTA 2009) under any of the provisions of Xxxxxxx 0X xx Xxxx 0 XXX 0000.
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R&D Claim means any claim for relief for expenditure incurred on research and development;
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R&D Claim has the meaning given in Part A of Schedule 5; “R&D Tax Credit Deferred Consideration” has the meaning given to it in Clause 3.5(a); “R&D Tax Credit Payments” means any payment actually received by the Target from HMRC after Completion which relates to the 2023 R&D Claim (and, to the extent that any such payment would have been received but for its having been applied in discharging any liability of the Target to make an actual payment of Tax, the amount of the payment so applied shall be deemed to have been actually received, save to the extent that such application has had the effect of reducing or eliminating any liability of the Founder Sellers under the Tax Covenant); “Relevant Earn Out Consideration Allocation” means the amount of the Earn Out Consideration apportioned and allocated to each Seller by applying the Adjusted Waterfall Distribution; “Relevant Excluded Liability Claim Percentage” means in respect of each Founder Seller, such Founder Seller’s liability percentage with respect to an Excluded Liability Claim and an Excluded Liability Tax Claim as set out in column 4 of Part A of Schedule 1; “Relief” has the meaning given in Part A of Schedule 5; "RSU Recipients” means the individuals named in Schedule 1 to the Deed Poll;
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Examples of R&D Claim in a sentence

  • Any expenditure by the Company which has been included in such R&D Claim or to which such R&D Claim relates qualifies for relief under one or more of Chapters 2 to 4 of Part 13 CTA 2009.

  • Without prejudice to the provisions of paragraph 1.1, the Sellers severally and not jointly (einzelschuldnerisch) covenant with the Parent to pay to the Parent in proportion to their Liability Percentages an amount equal to any Tax Liability or other liability which arises as a consequence of or by reference to any R&D Claim made or any R&D Credit Payment received by the Company on or before the Merger Completion Date being wholly or partially disallowed or clawed back by any Tax Authority.

  • Without prejudice to the provisions of paragraph 1.1 of this part, the Seller covenants with the Buyer to pay to the Buyer an amount equal to any Tax Liability or other liability which arises as a consequence of or by reference to any R&D Claim made by the Company on or before Closing being wholly or partially disallowed by any Tax Authority.

  • The Data Room sets out full details all R&D Claims made by the Company in the last six years before the date of this Agreement, and, in respect of each R&D Claim, sets out the amount and date of any corresponding R&D Credit Payment.

  • Without prejudice to the provisions of paragraph 1.1, the Warrantors severally covenant with the Buyer to pay to the Buyer an amount equal to any R&D Credit Payment or VAT Refund to a Tax Authority that is required to be repaid or otherwise accounted for to a Tax Authority as a consequence of or by reference to any R&D Claim or claim in respect of the VAT Refund made by the Company on or before Completion being wholly or partially disallowed by any Tax Authority.


More Definitions of R&D Claim

R&D Claim means any claim for relief for expenditure incurred on research and development including under any of the provisions of Part 13 CTA 2009 or an R&D expenditure credit (as defined for the purposes of section 104A CTA 2009) under any of the provisions of Chapter 6A of Part 3 CTA 2009; “Relief” means any relief, loss, allowance, claim, credit, deduction, exemption or set-off in respect of Tax or relevant to the computation of Tax or any income, profits or gains for the purposes of Tax, or any Right to Repayment, including any amount payable by a Tax Authority as a result of any R&D Claim, and: (a) any reference to the “use or set-off” of a Relief shall be construed accordingly and shall include use or set-off in part; (b) references to the “loss” of a Relief (including the loss of any Accounts Relief, and any other defined Relief) shall include the loss, non-availability, non-existence, reduction, counteraction, disallowance, withdrawal, clawback, cancellation or failure to obtain such Relief, or its utilisation or set-off by any person other than a member of the Purchaser’s Tax Group, and shall also include such Relief being available only in a reduced amount, and “lose” and “lost” shall be construed accordingly;
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R&D Claim means any claim for relief for expenditure incurred on research and development including under any of the provisions of Part 13 of the Corporation Tax Act 2009 or an R&D expenditure credit (as defined for the purposes of section of the Corporation Tax Act 2009) under any of the provisions of Chapter 6A of Part 3 of the Corporation Tax Act 2009; “R&D Tax Credit Payments” means any payment actually received by the Target from HMRC after Completion which relates to the 2023 R&D Claim (and, to the extent that any such payment would have been received but for it having been applied in discharging any liability of the Target to make an actual payment of tax, the amount of the payment so applied shall be deemed to have been actually received, save to the extent that such application has had the effect of reducing or eliminating any liability of the Founder Sellers under the Tax Covenant (with the terms “Founder Sellers” and “Tax Covenant” having the meaning given in the Majority SPA); "RSU Recipients” means the individuals named in Schedule 1 to the Deed Poll; 3
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R&D Claim means any claim for relief for expenditure on research and development under any of the provisions of Part 13 Corporation Tax Act 2009 or an R&D expenditure credit (as defined for the purposes of section 1040A Corporation Tax Act 2009) under any of the provisions of Chapter 6A of Part 3 Corporation Tax Act 2009.
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Related to R&D Claim

  • Covered claim means the following:

  • 503(b)(9) Claim means a Claim or any portion thereof entitled to administrative expense priority pursuant to section 503(b)(9) of the Bankruptcy Code.

  • Fraud Claim means any claim based in whole or in part upon fraud, willful misconduct or intentional misrepresentation.

  • Settled claim means the original tort claim resolved by a structured settlement.

  • IPR Claim means any claim of infringement or alleged infringement (including the defence of such infringement or alleged infringement) of any IPR, used to provide the Services or as otherwise provided and/or licensed by the Supplier (or to which the Supplier has provided access) to the Authority in the fulfilment of its obligations under this Framework Agreement;

  • AWR Claim means any complaint or claim to a tribunal or court made by or on behalf of the Agency Worker against the Hirer and/or the Employment Business for any breach of the AWR;

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

  • Disputed Claim means any Claim that is not Allowed.

  • Released Claim means the matters that are subject to release and discharge pursuant to ARTICLE 10 hereof;

  • Secured Claim means a Claim that is secured by a Lien on property in which any of the Debtors’ Estates have an interest or that is subject to setoff under section 553 of the Bankruptcy Code, to the extent of the value of the Claim holder’s interest in such Estate’s interest in such property or to the extent of the amount subject to setoff, as applicable, as determined pursuant to section 506(a) of the Bankruptcy Code or, in the case of setoff, pursuant to section 553 of the Bankruptcy Code.

  • Indemnified Claim has the meaning set forth in Section 8.2.

  • Indemnity Claim has the meaning set forth in Section 8.3.

  • IP Claim means a Claim made against you by a third party alleging that the Stripe Technology, Services or a Stripe Mark provided to and used by you in accordance with this Agreement infringes or misappropriates the IP Rights of the third party making the Claim, excluding Claims made by Connected Accounts.

  • Liability Claim has the meaning set forth in Section 7.2(a).

  • Approved Claim means the timely submitted Claim Form by a Participating Settlement Member that has been approved by the Settlement Administrator.

  • Infringement Claim means a third party claim alleging that the Equipment manufactured by Motorola or the Motorola Software directly infringes a United States patent or copyright.

  • Insured Claim means any Claim arising from an incident or occurrence alleged to have occurred prior to the Effective Date that is covered under an insurance policy applicable to the Debtors or their businesses.

  • Product Liability Claim means a Claim of a Third Party (other than a Claim arising out of use of the Product in a clinical trial) that (i) arises as a result of the use of the Product during the Term that results in personal injury or death or (ii) is in anticipation of or intended to prevent or forestall personal injury or death as a result of the use of the Product during the Term.

  • Settled Claims means any and all claims, debts, demands, rights or causes of action or liabilities whatsoever (including, but not limited to, any claims for damages, interest, attorneys’ fees, expert or consulting fees, and any other costs, expenses or liability whatsoever), whether based on federal, state, local, statutory or common law, or any other law, rule or regulation, whether foreign or domestic, fixed or contingent, accrued or unaccrued, liquidated or unliquidated, at law or in equity, matured or unmatured, foreseen or unforeseen, whether class or individual in nature, including both known claims and Unknown Claims (as defined below), (i) that have been asserted in this Action by the Class Members or any of them against any of the Released Parties (whether pleaded in the Complaint or not), or (ii) that could have been asserted from the beginning of time to the end of time in any forum by the Class Members or any of them against any of the Released Parties, which arise out of, relate in any way to, or are based upon the allegations, transactions, facts, matters or occurrences, representations or omissions involved in, set forth in, or referred to, or that could have been asserted in the Complaint and relate to the purchase, sale, transfer or acquisition of securities of Priceline.com during the Class Period, or any actions, representations or omissions that were alleged or might have been alleged to affect the price of publicly traded securities of Priceline.com during the Class Period. Notwithstanding the prior sentence, “Settled Claims” does not include any claims Class Members may have against Deloitte in its capacity as the

  • Allowed Claim means an Allowed Claim of the type described.

  • Covered Claims Claim" means any claim, dispute or controversy between you and us that in any way arises from or relates to this Agreement, the Account, the issuance of any Card, any rewards program, any prior agreement or account. "Claim" includes disputes arising from actions or omissions prior to the date any Card was issued to you, including the advertising related to, application for or approval of the Account. "Claim" has the broadest possible meaning, and includes initial claims, counterclaims, cross-claims and third-party claims. It includes disputes based upon contract, tort, consumer rights, fraud and other intentional torts, constitution, statute, regulation, ordinance, common law and equity (including any claim for injunctive or declaratory relief). "Claim" does not include disputes about the validity, enforceability, coverage or scope of this Arbitration Provision or any part thereof (including, without limitation, the prohibition against class proceedings, private attorney general proceedings and/or multiple party proceedings described in Paragraph C.7 (the "Class Action Waiver"), the last sentence of Paragraph C.13 and/or this sentence); all such disputes are for a court and not an arbitrator to decide. However, any dispute or argument that concerns the validity or enforceability of the Agreement as a whole is for the arbitrator, not a court, to decide. 4. Starting an Arbitration: Arbitration may be elected by any party with respect to any Claim, even if that party has already initiated a lawsuit with respect to a different Claim. Arbitration is started by giving a written demand for arbitration to the other party. We will not demand to arbitrate an individual Claim that you bring against us in small claims court or your state’s equivalent court, if any. But if that Claim is transferred, removed or appealed to a different court, we then have the right to demand arbitration. 5. Choosing the Administrator: "Administrator" means the American Arbitration Association ("AAA"), 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000, xxx.xxx.xxx; JAMS, 000 Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000, xxx.xxxxxxx.xxx; or any other company selected by mutual agreement of the parties. If both AAA and JAMS cannot or will not serve and the parties are unable to select an Administrator by mutual consent, the Administrator will be selected by a court. The arbitrator will be appointed by the Administrator in accordance with the rules of the Administrator. However, the arbitrator must be a retired or former judge or a lawyer with at least 10 years of experience. You get to select the Administrator if you give us written notice of your selection with your notice that you are electing to arbitrate any Claim or within 20 days after we give you notice that we are electing to arbitrate any Claim (or, if you dispute our right to require arbitration of the Claim, within 20 days after that dispute is finally resolved). If you do not select the Administrator on time, we may do it. Notwithstanding any language in this Arbitration Provision to the contrary, no arbitration may be administered, without the consent of all parties to the arbitration, by any Administrator that has in place a formal or informal policy that is inconsistent with the Class Action Waiver. 6.

  • Third Party Infringement Claim has the meaning set forth in Section 6.4.

  • Indemnification Claim has the meaning set forth in Section 12.3.

  • Valid Patent Claim means a claim of an issued and unexpired Patent which has not been disclaimed, revoked, held unenforceable or invalid by a decision of a court or other governmental agency of competent jurisdiction, unappealable or unappealed within the time allowed for appeal, and which has not been admitted to be invalid or unenforceable through reissue or disclaimer or otherwise.

  • Payment Claim means the claim for payment made by the Contractor in accordance with this Contract.

  • Tax Claim has the meaning set forth in Section 6.05.