Tax Opinions/Rulings means (i) any Ruling and (ii) any opinion of a Tax Advisor relating to the Spin-Off, including the Cravath Tax Opinion and any opinion issued to allow a party to take actions otherwise prohibited under Section 4.04(a) of this Agreement.
Tax Opinions/Rulings means (x) the formal written opinions or similar memoranda of a Tax Advisor regarding the Intended Tax Treatment or any intended tax treatment of a Separation Transaction that is described on Exhibit B attached hereto and/or (y) the rulings by the IRS or other Tax Authority received in respect of a Ruling Request delivered to Remainco (and made available to Spinco or, if prior to the Effective Time, RMT Partner), in each case, in connection with the Contribution, the Spinco Special Cash Payment, the Spinco Distribution, the Merger or the Second Merger or otherwise with respect to the Separation Transactions, including, for the avoidance of doubt, the Remainco Tax Opinion (as defined in the Merger Agreement).
Tax Opinions/Rulings means (i) the opinions of Wachtell, Lipton, Rosen & Katz and of PwC deliverable to Parent pertaining to or in connection with, and regarding the Federal Income Tax treatment of, the Internal Distribution, the Contribution and/or the Distribution and (ii) any Rulings.
More Definitions of Tax Opinions/Rulings
Tax Opinions/Rulings means formal written opinions or similar memoranda of a Tax Advisor and/or the rulings by the IRS or other Tax Authority deliverable to Houston (and made available to Everett) in connection with the Contribution and the Distribution or otherwise with respect to the Separation Transactions, limited in the case of those Separation Transactions intended to qualify as tax-free or tax-deferred, in whole or in part, under foreign Law to those Separation Transactions set forth on Schedule 2.
Tax Opinions/Rulings means each opinion of a Tax Advisor or ruling by the IRS or another Tax Authority delivered or issued to Parent or any of its subsidiaries in connection with, and regarding the tax treatment of the Contribution and Distribution, any Internal Distribution, Internal Contribution or any Non-U.S. Separation Transaction.
Tax Opinions/Rulings means the opinions of Tax Advisors and the Ruling deliverable to Brink’s in connection with the Transactions.
Tax Opinions/Rulings means the Tax Opinions and/or the Tax Rulings shown on Exhibit E.
Tax Opinions/Rulings means (i) any Ruling and (ii) any opinion of a Tax Advisor relating to the Transactions, including those issued on the Distribution Date or to allow a party to take actions otherwise prohibited under Section 4.03(a) of this Agreement.
Tax Opinions/Rulings means the opinions of Tax Counsel and/or the rulings by the IRS or other Tax Authorities delivered to Parent in connection with the Spin-Off, or otherwise with respect to the Separation Transactions.
Tax Opinions/Rulings means the opinions of Tax Advisors and/or the rulings by the IRS or other Tax Authorities deliverable to DuPont in connection with the Contribution and the Distribution or otherwise with respect to the Separation Transactions.