Separate Company Tax Liability definition

Separate Company Tax Liability for any Affiliation Period or Pre-New CCI Period shall be the amount, if any, of the Federal income tax liability (including, without limitation, liability for any penalty, fine, additions to tax, interest, minimum tax and other items applicable to CCPR or Services, as the case may be, in connection with the determination of CCPR's or Services' tax liability) which CCPR or Services, as the case may be, would have incurred if CCPR or Services, as the case may be, had filed a separate Federal income tax return for such period, except that no carryforward or carryback of losses or credits shall be allowed. Separate Company Tax Liability shall be determined by New CCI (with the cooperation and assistance of CCPR and Services) in a manner consistent with (i) general tax accounting principles, (ii) the Code and the regulations thereunder and (iii) so long as a reasonable legal basis exists therefor, prior custom and practice. In addition, transactions or items between CCPR and New CCI, Services and New CCI, CCPR and Services, or between other members of the Group that are deferred under the Federal income tax return shall also be deferred for purposes of this Tax Sharing Agreement until such time as they are restored or otherwise triggered into income under the Code or regulations. In the event CCPR or Services owns subsidiaries that are members of the Group, Separate Company Tax Liability for each Affiliation Period and Pre-New CCI Period shall be computed on a deemed consolidated basis as if CCPR or Services, as the case may be, were the common parent of an affiliated group of domestic corporations (within the meaning of Section 1504(a) of the Code) consisting of itself and its includable subsidiaries (a "Hypothetical Subsidiary Group"). For purposes of this Tax Sharing Agreement, CCPR's Hypothetical Subsidiary Group shall include, without limitation, Services, to the extent CCPR owns the requisite percentage of Services' outstanding stock in order for Services to constitute a member of a consolidated group under the Code. Each of CCPR and Services shall be entitled to cause members of their Hypothetical Subsidiary Group to reimburse each of them for amounts due New CCI or CCPR, respectively, to the extent such members' income created an obligation for payments under this Tax Sharing Agreement.
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Separate Company Tax Liability for any Affiliation Period shall be the amount, if any, of the federal income tax liability, including, without limitation, liability for any penalty, fine, additions to tax, interest, minimum tax, alternative minimum tax and other items applicable to that Subsidiary in connection with the determination of the Subsidiary’s tax liability, which the Subsidiary would have incurred had it filed a separate federal income tax return for such Affiliation Period, computed in the manner prescribed in Federal Tax Regulation (the “Regulation”) section 1.1552-1(a)(2)(ii), except that no carryforward or carryback of losses or credits shall be allowed. The Separate Company Tax Liability for a Subsidiary shall be determined by FNF, with the cooperation and assistance of the Subsidiary, in a manner consistent with (i) general tax accounting principles, (ii) the Code and regulations thereunder and (iii) so long as a reasonable legal basis exists therefore, prior custom and practice. In addition, transactions or items between FNF and a Subsidiary that are deferred under the federal income tax return shall also be deferred for purposes of this Agreement until such time as they are restored or otherwise triggered into income under the Code or regulations.
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Separate Company Tax Liability for any Affiliation Period shall be the amount, if any, of the federal income tax liability (including, without limitation, liability for any penalty, fine, additions to tax, interest, minimum tax and other items applicable to a subsidiary in connection with the determination of the subsidiary's tax liability) which Network Solutions would have incurred had it filed a separate federal income tax return for such Affiliation Period, computed in the manner prescribed in Income Tax Regulation section 1.1552-1(a)(2)(ii), except that no carryforward or carryback of losses or credits shall be allowed.
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Examples of Separate Company Tax Liability in a sentence

  • In the case of any adjustment to the amount of a Separate Company Tax Liability, Packaging Company shall be liable for such Tax imposed on members of the Packaging Group, and Tenneco shall be liable for such Tax imposed on members of the Tenneco Group.

  • Among interstate trade relations there can be bilateral and multilateral agreements distinguished.

  • In the event a Subsidiary does not have Separate Company Tax Liability for an Affiliation Period, but instead either incurs net losses or credits for such period, DGI shall pay the Subsidiary in the time and manner prescribed in Section 2(a) the amount by which the Group’s federal income tax liability for such period is actually reduced by reason of the actual use of such losses or credits attributable to the Subsidiary in the Group’s federal income tax return.

  • The Separate Company Tax Liability for a Subsidiary shall be determined by FNF, with the cooperation and assistance of the Subsidiary, in a manner consistent with (i) general tax accounting principles, (ii) the Code and regulations thereunder and (iii) so long as a reasonable legal basis exists therefore, prior custom and practice.

  • The Separate Company Tax Liability for a Subsidiary shall be determined by DGI, with the cooperation and assistance of the Subsidiary, in a manner consistent with (i) general tax accounting principles, (ii) the Code and regulations thereunder and (iii) so long as a reasonable legal basis exists therefor, prior custom and practice.

  • If any party to this Agreement other than SAIC is required to pay tax to the IRS or any state taxing authority in excess of its Separate Company Tax Liability as determined hereunder, such party shall be entitled to reimbursement of the excess liability payment from the party to whom the excess is properly allocable under this Agreement.

  • If any party to this Agreement other than DGI is required to pay tax to the IRS or any state taxing authority in excess of its Separate Company Tax Liability as determined hereunder, such party shall be entitled to reimbursement of the excess liability payment from the party to whom the excess is properly allocable under this Agreement.

  • Network Solutions shall pay SAIC in the time and manner described in Section 2(a) an amount equal to any "Separate Company Tax Liability" of Network Solutions.

  • In the event CCPR (or CCPR's ------------------------------- Hypothetical Subsidiary Group, if applicable) does not have Separate Company Tax Liability for an Affiliation Period, but instead incurs net losses or credits for such period, New CCI shall pay CCPR in the time and manner prescribed in Section 2(a) hereof the amount by which the Group's Federal income tax liability for such period is actually reduced by reason of the actual use of such losses or credits in the Group's Federal income tax return.

  • Each Subsidiary shall pay DGI in the time and manner described in Section 2(a) an amount equal to any Separate Company Tax Liability of that Subsidiary.


More Definitions of Separate Company Tax Liability

Separate Company Tax Liability for any Affiliation Period shall be the amount, if any, of the federal income tax liability (including, without limitation, liability for any penalty, fine, additions to tax, interest, minimum tax and other items applicable to a subsidiary in connection with the determination of the subsidiary's tax liability)
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Related to Separate Company Tax Liability

  • Assumed Tax Liability means, with respect to any Member, an amount equal to the excess of (i) the product of (A) the Distribution Tax Rate multiplied by (B) the estimated or actual cumulative taxable income or gain of the Company, as determined for federal income tax purposes, allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, less prior losses of the Company allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, in each case, as determined by the Manager and to the extent such prior losses are available to reduce such income over (ii) the cumulative Tax Distributions made to such Member after the closing date of the IPO pursuant to Sections 4.01(b)(i), 4.01(b)(ii) and 4.01(b)(iii) and, if applicable with respect to such Fiscal Year, pursuant to Section 4.1(a) of the Previous LLC Agreement; provided that, in the case of the Corporation, such Assumed Tax Liability (x) shall be computed without regard to any increases to the tax basis of the Company’s property pursuant to Sections 734(b) or 743(b) of the Code and (y) to the extent permitted under the Credit Agreements and applicable Law, shall in no event be less than an amount that will enable the Corporation to meet both its tax obligations and its obligations pursuant to the Tax Receivable Agreement for the relevant Taxable Year; provided further that, in the case of each Member, and for the avoidance of doubt, such Assumed Tax Liability shall take into account any Code Section 704(c) allocations (including “reverse” 704(c) allocations) to the Member.

  • Tax Liability means the total taxes due to a municipal corporation for the taxable year, after allowing any credit to which the taxpayer is entitled, and after applying any estimated tax payment, withholding payment, or credit from another taxable year.

  • Tax Liabilities means all liabilities for Taxes.

  • Actual Tax Liability means, with respect to any Taxable Year, the liability for Covered Taxes of the Corporation (a) appearing on Tax Returns of the Corporation for such Taxable Year and (b) if applicable, determined in accordance with a Determination (including interest imposed in respect thereof under applicable law).

  • Hypothetical Tax Liability means, with respect to any Taxable Year, the Hypothetical Federal Tax Liability for such Taxable Year, plus the Hypothetical Other Tax Liability for such Taxable Year.

  • Tax Group means any federal, state, local or foreign consolidated, affiliated, combined, unitary or other similar group of which the Acquiror Company is now or was formerly a member.

  • Combined Group means a group of corporations or other entities that files a Combined Return.

  • Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.

  • Taxable REIT Subsidiary means a “taxable REIT subsidiary” within the meaning of Section 856(l) of the Code.

  • Income Tax Return means any Tax Return relating to Income Taxes.

  • Combined Return means any Tax Return (other than for Federal Income Taxes) filed on a consolidated, combined (including nexus combination, worldwide combination, domestic combination, line of business combination or any other form of combination), unitary or Group Relief basis that includes activities of members of the ESG Group or the KBR Group, or both, as the case may be.

  • Pre-Closing Tax Return means any Tax Return that is required to be filed for any Acquired Companies, the Seller or any of its Affiliates with respect to a Pre-Closing Tax Period.

  • Separate Return means (a) in the case of any Tax Return of any member of the SpinCo Group (including any consolidated, combined or unitary return), any such Tax Return that does not include any member of the Parent Group and (b) in the case of any Tax Return of any member of the Parent Group (including any consolidated, combined or unitary return), any such Tax Return that does not include any member of the SpinCo Group.

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

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Controlled Group Liability means any and all liabilities (i) under Title IV of ERISA, (ii) under Section 302 of ERISA, (iii) under Sections 412 and 4971 of the Code, (iv) as a result of a failure to comply with the continuation coverage requirements of Section 601 et seq. of ERISA and Section 4980B of the Code, and (v) under corresponding or similar provisions of foreign laws or regulations.

  • Retained Group means the Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (except members of the Group);

  • Payroll Taxes means State Unemployment Insurance (SUI), Federal Unemployment Insurance (FUI), and payments pursuant to the Federal Insurance Contributions Act (FICA).

  • Income Tax Returns means all Tax Returns relating to Income Taxes.

  • Consolidated federal income tax return means a consolidated return filed for federal income tax purposes pursuant to section 1501 of the Internal Revenue Code.

  • Pre-Closing Tax Returns is defined in Section 6.7(b)(iii).

  • Non-Income Tax Return means any Tax Return relating to any Tax other than an Income Tax.

  • Affiliated Group means any affiliated group within the meaning of Code Section 1504(a) or any similar group defined under a similar provision of state, local or foreign law.

  • Combined Company means Holdco and its consolidated subsidiaries after giving effect to the Business Combination.