Specified Pre-Closing Taxes definition

Specified Pre-Closing Taxes means any Liabilities with respect to sales and use Taxes and Tax Returns with respect thereto, liabilities with respect to any failure to file IRS Forms 1099 and collect withholdings (including backup withholding) with respect to transactions related to the IRS Forms 1099, and any penalties and interest related thereto.

Related to Specified Pre-Closing Taxes

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

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

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

  • Pre-Closing Taxable Period means any Taxable period ending on or prior to the Closing Date.

  • Pre-Closing Tax Periods means all taxable periods of the Company ending on or before the Closing Date.

  • Post-Closing Tax Period means any taxable period beginning after the Closing Date and, with respect to any Straddle Period, the portion of such Straddle Period beginning after the Closing Date.

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

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

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

  • Second Closing Date means the date of the Second Closing.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • 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.

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

  • Second Closing has the meaning set forth in Section 2.2.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

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

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

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

  • Pre-Closing Restructuring has the meaning specified in Section 6.14(a).

  • Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.

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

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

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

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

  • 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.