Tax Representation definition

Tax Representation means each of the items described in Section 4 of the Tax Indemnity Agreement.

Tax Representation has the meaning ascribed to it in Section 9.01(a).

Tax Representation means a representation or warranty under Section 5.3 (Residency), Section 5.18 (Tax), Section 5.35 (Goods and Services Tax and Harmonized Sales Tax Registration) or any other representation or warranty that if untrue gives rise to Taxes payable by Buyer: (i) that would not have been payable had such representation or warranty been true; or (ii) as a result of the purchase of the Purchased Assets.

Examples of Tax Representation in a sentence

• Our opinion is based upon the accuracy of the certifications, representations and warranties and satisfaction of the covenants and obligations contained in the Plan, the Tax Representation Letters and in the various other documents related thereto.

• The Additional Tax Representation proves to have been incorrect or misleading in any material respect with respect to one or more Transactions (each an "Affected Transaction" for the purposes of this Additional Termination Event) when made or repeated or deemed to have been made or repeated.

• Our opinion is based upon the accuracy of the certifications, representations and warranties and the satisfaction of the covenants and obligations contained in the Reorganization Agreement, the Tax Representation Letters and in the various other documents related thereto.

• The Parties shall not take any action or fail to take any action, or permit any of their Affiliates to take any action or fail to take any action, that is or is reasonably likely to be inconsistent with the IRS Ruling, the Tax Representation Letters, or the Tax Opinions.

• In rendering such opinion, counsel may rely upon the Company Tax Representation Letter and Parent Tax Representation Letter.

More Definitions of Tax Representation

Tax Representation means those representations and warranties in Section 2.9 and those representations and warranties with respect to Taxes in Section 2.16.

Tax Representation means the representations and warranties of the Company contained in Section 3.19 (Tax Matters).

Tax Representation means representations and warranties set forth in Section 3.9.

Tax Representation. Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

Tax Representation means each of the items described in Section 1.2 of the Tax Indemnity Agreement. 25

Tax Representation means any representation or warranty in Section 3.15.

Tax Representation means, collectively, the representations in Sections 3.1(g), 3.1(h), 3.1(y) and 3.1(z) of the Contribution Agreement.