Tax Consideration definition

Tax Consideration has the meaning set forth in Section 2.12.

Tax Consideration has the meaning set forth in Section 5.7(g).

Tax Consideration shall have the meaning specified in Section 6.12(b).

Examples of Tax Consideration in a sentence

• Notwithstanding anything in this Agreement to the contrary, the Parties agree that the Allocation Statement (and computation of the allocation of the Tax Consideration among the Transferred Assets) shall be consistent with the Allocation Methodology.

• Reasonably promptly after the Closing Date, but no later than 45 days thereafter, Purchaser shall deliver to the Casa Seller a draft allocation setting forth Purchaser’s proposed allocation of the Tax Consideration among the Transferred Assets in accordance with the Allocation Methodology (the “Allocation Statement”).

• As soon as practicable after Purchaser’s exercise of its Section 338(h)(10) Election, Purchaser shall prepare a schedule (the “ Allocation Schedule”) allocating the Total Tax Consideration among the Assets of the Company as required by Sections 1060 and 338(h)(10) of the Code and the Treasury regulations thereunder.

More Definitions of Tax Consideration

Tax Consideration shall have the meaning given such term in Section 1.08(a) hereof.

Tax Consideration shall have the meaning set forth in Section 3.6(a).

Tax Consideration has the meaning set forth in Section 6.03(h)(ii).

Tax Consideration means the amount properly treated as consideration for U.S. federal income tax purposes in connection with the transactions contemplated by this Agreement, the APA, and the EIPA.

Tax Consideration means the Cash Consideration together with any other amounts treated as a transfer of consideration pursuant to Treasury regulations Section 1.707-3(a)(1), which for the avoidance of doubt, includes any amount of liabilities other than “qualified liabilities” (within the meaning of Treasury regulations Section 1.707-5(a)(6)) deemed to be assumed by the Partnership in connection with the transactions contemplated hereby.

Tax Consideration means the amount required under Section 1060 of the Code to be allocated among the Xxxxx Xxxxxx Canadian Transferred Assets.

Tax Consideration means the consideration deliverable hereunder to the Unitholders that is treated as purchase price for U.S. federal income Tax purposes, including, to the extent properly taken into account under Applicable Law, the assumption (or deemed assumption) of liabilities.