Tax Insurance Policy definition

Tax Insurance Policy means that certain tax insurance policy in respect of the Reorganization, bound by the Tax Insurer and obtained by The Dispatch Printing Company effective as of the date of this Agreement, including the attached excess letter , and attached hereto as Exhibit F.
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Tax Insurance Policy means any tax insurance policy, independently or in the aggregate with other policies, obtained at or prior to Closing by Buyer or any Buyer Parent Entity in connection with the transactions contemplated by this Agreement.
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Tax Insurance Policy has the meaning given to such term in Section 4.13(b).
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Examples of Tax Insurance Policy in a sentence

  • Complete and accurate copies of all insurance policies maintained by the Company or any Subsidiary of the Company or which pertain to the Company’s or any of its Subsidiaries’ assets, Employees, Consultants or directors or operations, including the Tax Insurance Policy (collectively, the “Insurance Policies”), have previously been made available to Parent.

  • Notwithstanding anything herein or in the Merger Agreement to the contrary, (i) the Corporation shall cause the proceeds, if any, received as a recovery under the Buyer Tax Insurance Policy to be transferred directly to the UK Target Companies and (ii) the Corporation shall not be issued any Units, or be treated as having made any Capital Contribution, in respect of such transfer.

  • Notwithstanding anything to the contrary in this Agreement, the survival periods set forth in this ARTICLE 13 shall not affect or otherwise limit any claim made or available under the R&W Insurance Policy or the Tax Insurance Policy.

  • Buyer shall have received evidence, reasonably satisfactory to Buyer, that the Tax Insurance Policy bound on the date of this Agreement remains in full force and effect and that, effective at the Closing, all conditions to the issuance of the final, executed Tax Insurance Policy have been satisfied.

  • The Buyer, with the reasonable cooperation of the Sellers, shall use its good faith efforts to obtain the Tax Insurance Policy at any time prior to August 31, 2007.

  • In the event that such Tax Insurance Policy is obtained, Buyer shall use commercially reasonable efforts to recover any amounts otherwise indemnifiable under Section 6.8(a) under the Tax Insurance Policy.

  • Reusables Holdco shall have no liability to Buyer under Section 6.8(a) in respect of amounts recovered under the Tax Insurance Policy.

  • Nothing in this Section 7.11 is intended to constitute a waiver or limitation of any rights that any Party (or their respective Affiliates) or Indemnified Parties may have to assert claims against Third Parties, including contractors performing any work in connection with the Plant, the R&W Insurance Policy, or, if obtained, a Tax Insurance Policy.

  • The existence of any such dispute with respect to the NWC Estimate, the Hydrocarbon Inventory Estimate, the Indebtedness Estimate, the Transaction Expenses Estimate, and the Tax Insurance Policy Costs Estimate shall not delay or otherwise affect the Closing, it being understood that the respective amounts determined by each of Seller and Buyer pursuant to this Section 2.6(a) shall be used for purposes of determining the amount to be paid by Buyer pursuant to Section 2.5(a).

  • Any premium, fees, taxes and surcharges required to be paid in connection with such Tax Insurance Policy shall be treated as set forth in the determination of the Tax Attribute Amount.


More Definitions of Tax Insurance Policy

Tax Insurance Policy means an insurance policy naming Buyer as insured which is obtained by Buyer in accordance with this Agreement for the purpose of providing insurance coverage for breaches of the representations and warranties of the Sellers contained in Section 4.08 and insurance coverage for Tax liability arising from any restructuring undertaken by the Company and/or any Subsidiary prior to the Closing Date.
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Tax Insurance Policy in Section 1.1 of the Original Agreement is hereby amended and restated in its entirety as follows:
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Tax Insurance Policy means any tax insurance policy, independently or in the aggregate with other policies, obtained within thirty (30) days of the Closing Date by Buyer or any Buyer Parent Entity in connection with the transactions contemplated by this Agreement.”
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Tax Insurance Policy means any insurance policy obtained by Parent or its Affiliates with respect to the Contested Dutch Taxes.
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Tax Insurance Policy means that certain Tax Insurance Policy issued by Lloyd’s Insurance, Policy No. AMB00943, issued on May 10, 2012.
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Tax Insurance Policy means any buyer-side tax insurance policy issued in the name of and for the benefit of Purchaser or Purchaser and one or more of its Affiliates. Membership Interest Purchase and Sale Agreement (Project Dome II)
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Related to Tax Insurance Policy

  • R&W Insurance Policy means the representations and warranties insurance policy issued to Buyer in connection with the transactions contemplated hereby.

  • Insurance Policy With respect to any Mortgage Loan included in the Trust Fund, any insurance policy, including all riders and endorsements thereto in effect, including any replacement policy or policies for any Insurance Policies.

  • Blanket insurance policy means a group policy covering a defined class of

  • Insurance Policies has the meaning set forth in Section 3.16.

  • Primary Insurance Policy Each policy of primary mortgage guaranty insurance or any replacement policy therefor with respect to any Mortgage Loan.

  • Co-insurance means the percentage of the usual, reasonable, customary, and fair market value expense that a covered person must pay.

  • Bond Insurance Policy means the municipal bond insurance policy, if any, issued by the Bond Insurer that guarantees payment of principal of and interest on the Bonds and constitutes a Bond Facility under the Indenture.

  • Special Primary Insurance Policy Any Primary Insurance Policy covering a Mortgage Loan the premium of which is payable by the Trustee pursuant to Section 4.04(a), if so identified in the Mortgage Loan Schedule. There are no Special Primary Insurance Policies with respect to any of the Mortgage Loans.

  • Company Insurance Policies has the meaning set forth in Section 4.15.

  • Primary Mortgage Insurance Policy Any primary mortgage guaranty insurance policy issued in connection with a Mortgage Loan which provides compensation to a Mortgage Note holder in the event of default by the obligor under such Mortgage Note or the related Security Instrument, if any or any replacement policy therefor through the related Interest Accrual Period for such Class relating to a Distribution Date.

  • group insurance means insurance, other than creditor’s group insurance and family insurance, whereby the lives of a number of persons are insured severally under a single contract between an insurer and an employer or other person; (“assurance collective”)

  • Life Insurance Policy has the meaning given in Section 6.10.

  • Title Insurance Policy A title insurance policy maintained with respect to a Mortgage Loan.

  • Hazard Insurance Policy means, with respect to each Contract, the policy of fire and extended coverage insurance (and federal flood insurance, if the Manufactured Home is secured by an FHA/VA Contract and such Manufactured Home is located in a federally designated special flood area) required to be maintained for the related Manufactured Home, as provided in Section 5.09, and which, as provided in said Section 5.09, may be a blanket mortgage impairment policy maintained by the Servicer in accordance with the terms and conditions of said Section 5.09.

  • Certificate Insurance Policy The Certificate Guaranty Insurance Policy No. AB1094BE, dated the Closing Date, including any endorsements thereto issued by the Certificate Insurer to the Trustee for the benefit of the Holders of the Insured Certificates, a form of which is attached as Exhibit L hereto.

  • Environmental Insurance Policy means, with respect to any Mortgage Loan or the related Mortgaged Property or REO Property, any insurance policy covering pollution conditions and/or other environmental conditions that is maintained from time to time in respect of such Mortgage Loan, Mortgaged Property or REO Property, as the case may be, for the benefit of, among others, the Trustee on behalf of the Certificateholders.

  • Required Insurance Policy With respect to any Mortgage Loan, any insurance policy that is required to be maintained from time to time under this Agreement.

  • Insurance means comprehensive insurance of the vehicle(s)/equipment and shall include insurance of the crew.

  • FHA Insurance The contractual obligation of FHA respecting the insurance of an FHA Loan pursuant to the National Housing Act, as amended.

  • Title Insurance Policies means, with respect to each Individual Property, an ALTA mortgagee title insurance policy in a form acceptable to Lender (or, if an Individual Property is in a State which does not permit the issuance of such ALTA policy, such form as shall be permitted in such State and acceptable to Lender) issued with respect to such Individual Property and insuring the lien of the Mortgage encumbering such Individual Property.

  • FHA Mortgage Insurance Contract means the contractual obligation of the FHA respecting the insurance of a Mortgage Loan.

  • D&O Liability Insurance Policies means all insurance policies (including any “tail policy”) of any of the Debtors for liability of any current or former directors, managers, officers, and members.

  • Mortgage Impairment Insurance Policy A mortgage impairment or blanket hazard insurance policy as described in Section 4.11.

  • Standard Hazard Insurance Policy means a fire and casualty extended coverage insurance policy in such amount and with such coverage as required by this Agreement.

  • Insurance Contract means a contract (other than an Annuity Contract) under which the issuer agrees to pay an amount upon the occurrence of a specified contingency involving mortality, morbidity, accident, liability, or property risk.