Section 481 Adjustment definition

Section 481 Adjustment means the net section 481 adjustment (as such term is used in Treasury Regulation Section 1.448-1(g) and 1.481-1 and any similar provision of state or local Tax law) attributable to the change by the Company from the cash method of accounting to the accrual method of accounting for federal (and any applicable state and local) income Tax purposes as required by Section 448 of the Code (or similar provision of state or local Tax law) which will be recognized in a Taxable period ending after the Closing Date.
Section 481 Adjustment means the estimated amount of corporate income tax (assuming a twenty-five percent (25%) corporate income tax rate) required to be paid by the Parent or the Surviving Entity by reason of the required inclusion in income under Section 481 of the Code (if any) arising from the Company’s change in method of accounting from the cash method to the accrual method after the Closing by reason of the Mergers.
Section 481 Adjustment has the meaning referred to in Section 2.3(c)(ii).

Examples of Section 481 Adjustment in a sentence

  • To the extent the Section 481 Adjustment results in an increase in PMG’s Taxes for any taxable period ending on or before the Closing Date, the Shareholders shall be responsible for such Taxes and shall pay such Taxes in the manner provided for in Section 5.11(a) hereof.

  • If the Shareholders and ATS cannot agree on the determination of the Section 481 Adjustment or the Post-Closing Section 481 Adjustment, such disagreement shall be resolved by the Auditor in a manner consistent with that set forth in Section 2.4 hereof.