Definition of Tax Indemnity Expiration Date

Tax Indemnity Expiration Date means the earlier of (a) the date that is ninety (90) days after the expiration of the applicable statute of limitations (including all valid extensions) and (b) with respect to Tax Returns that were timely filed, the date that is seven (7) years from the Closing Date.
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Examples of Tax Indemnity Expiration Date in a sentence

All of the covenants and agreements of Seller and the Purchaser Parties contained in this Agreement which, by their terms, are to be performed or complied with in their entirety at or prior to the Closing, and all claims and causes of action with respect thereto, shall terminate fifteen (15) months from the Closing Date; provided that the covenants and agreements contained in Section 5.4 shall survive until the Tax Indemnity Expiration Date.