Tax Test definition

Tax Test means that the Fixed Number of MB Shares have an aggregate fair market value (based upon the closing price of MB Common Stock on the second trading day preceding the Effective Date) equal to not less than 40% of the aggregate Merger Consideration.
Sample 1

Examples of Tax Test in a sentence

  • The Death Benefit is based on three factors specified in the Policy Schedule: Face Amount, Death Benefit Option (A or B), and Tax Test.

  • The following applies if the Tax Test elected for Federal income tax purposes is "Guideline Premium Test", as shown in Section 1.

  • The following applies if the Tax Test elected for Federal income tax purposes is "Cash Value Accumulation Test", as shown in Section 1.

  • The following applies if the Tax Test elected for Federal income tax purposes is “Cash Value Accumulation Test”, as shown in Section 1.

  • The following applies if the Tax Test elected for Federal income tax purposes is “Guideline Premium Test”, as shown in Section 1.

  • Such conditions require, among others, a minimum percentage ownership interest in the investee company and require the investee company to satisfy at least one of the following tests:- Motive Test, the investee company is not held as passive investment;- Tax Test, the investee company is taxed locally at an effective rate of at least 10% (calculated based on Dutch tax accounting standards);- Asset Test , the investee company owns (directly and indirectly) less than 50% low taxed passive assets.

  • The following applies if the Tax Test elected for federal income tax purposes is “Cash Value Accumulation Test”, as shown in Section 1.

  • Such conditions require, among others, a minimum percentage ownership interest in the investee company and require the investee company to satisfy at least one of the following tests:- Motive Test, the investee company is not held as passive investment;- Tax Test, the investee company is taxed locally at an effective rate of at least 10% (calculated based on Dutch tax accounting standards);- Asset Test, the investee company owns (directly and indirectly) less than 50% low taxed passive assets.

  • The following applies if the Tax Test elected for federal income tax purposes is “Guideline Premium Test”, as shown in Section 1.

  • However, under either Death Benefit Option, while a Policy's Death Benefit is determined by the Tax Test, both the Death Benefit and the Net Amount at Risk will generally increase or decrease based on increases or decreases of the Policy Account Value.

Related to Tax Test

  • Asset Test means, for an Asset Review, each Test, as defined in the Asset Representations Review Agreement, in Schedule A to the Asset Representations Review Agreement to be performed by the Asset Representations Reviewer on the related Asset Review Receivables.

  • EPP test Means one EPP command sent to a particular “IP address” for one of the EPP servers. Query and transform commands, with the exception of “create”, shall be about existing objects in the Registry System. The response shall include appropriate data from the Registry System. The possible results to an EPP test are: a number in milliseconds corresponding to the “EPP command RTT” or undefined/unanswered.

  • Start-Up Testing means the completion of applicable required factory and start-up tests as set forth in Exhibit C.

  • Fit test means the use of a protocol to qualitatively or quantitatively evaluate the fit of a respirator on an individual.

  • COVID-19 test means a viral test for SARS-CoV-2 that is:

  • Taxable Allocation means, with respect to any Series, the allocation of any net capital gains or other income taxable for federal income tax purposes to a dividend paid in respect of such Series.

  • Plant Test Date or "PTD" means the date acceptance testing is performed with CLEC. "Point of Interface", "Point of Interconnection," or "POI" is a demarcation between the networks of two (2) LECs (including a LEC and CLEC). The POI is that point where the exchange of traffic takes place.

  • Coverage Test means each of the Class A/B Par Value Test, the Class A/B Interest Coverage Test, the Class C Par Value Test, the Class C Interest Coverage Test, the Class D Par Value Test, the Class D Interest Coverage Test, the Class E Par Value Test and the Class E Interest Coverage Test.

  • Asset Coverage Test has the meaning given to it in Schedule 2 of the Guarantor Agreement;

  • Incurrence Test means the incurrence test set out in Clause 12.1 (Incurrence Test).

  • Confirmation test means a drug or alcohol test on a sample to substantiate the results of a prior drug or alcohol test on the same sample and which uses different chemical principles and is of equal or greater accuracy than the prior drug or alcohol test;

  • RDDS test Means one query sent to a particular “IP address” of one of the servers of one of the RDDS services. Queries shall be about existing objects in the Registry System and the responses must contain the corresponding information otherwise the query will be considered unanswered. Queries with an RTT 5 times higher than the corresponding SLR will be considered as unanswered. The possible results to an RDDS test are: a number in milliseconds corresponding to the RTT or undefined/unanswered.

  • Adjusted Net Operating Income or “Adjusted NOI” means, for any period, the Net Operating Income of the applicable Hotel Properties for such period, subject to the following adjustments:

  • Erroneous Payment Return Deficiency has the meaning assigned thereto in Section 10.12(d).

  • Net Benefits Test means a calculation to determine whether the benefits of a reduction in price resulting from the dispatch of Economic Load Response exceeds the cost to other loads resulting from the billing unit effects of the load reduction, as specified in Operating Agreement, Schedule 1, section 3.3A.4 and the parallel provisions of Tariff, Attachment K-Appendix, section 3.3A.4.

  • Tax roll means a permanent record of the taxes charged on property, as extended

  • Safe Harbor Amount means 2.99 times the Executive’s “base amount,” within the meaning of Section 280G(b)(3) of the Code.

  • Tax Benefit Payment is defined in Section 3.1(b) of this Agreement.

  • DNS test Means one non-­‐recursive DNS query sent to a particular “IP address” (via UDP or TCP). If DNSSEC is offered in the queried DNS zone, for a query to be considered answered, the signatures must be positively verified against a corresponding DS record published in the parent zone or, if the parent is not signed, against a statically configured Trust Anchor. The answer to the query must contain the corresponding information from the Registry System, otherwise the query will be considered unanswered. A query with a “DNS resolution RTT” 5 times higher than the corresponding SLR, will be considered unanswered. The possible results to a DNS test are: a number in milliseconds corresponding to the “DNS resolution RTT” or, undefined/unanswered.

  • Change in Tax Classification has the meaning set forth in Section 5.2(h).

  • Net Tax Benefit has the meaning set forth in Section 3.1(b) of this Agreement.

  • Excess Contribution means a contribution that exceeds the

  • Tax Attributes means net operating losses, capital losses, tax credit carryovers, earnings and profits, foreign tax credit carryovers, overall foreign losses, previously taxed income, tax bases, separate limitation losses and any other losses, deductions, credits or other comparable items that could affect a Tax liability for a past or future taxable period.

  • Performance Test means all operational checks and tests required to determine the performance parameters including inter-alia capacity, efficiency and operating characteristics of the Stores as specified in the Contract.

  • Required Allocations means (a) any limitation imposed on any allocation of Net Losses or Net Termination Losses under Section 6.1(b) or 6.1(c)(ii) and (b) any allocation of an item of income, gain, loss or deduction pursuant to Section 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iv), 6.1(d)(vii) or 6.1(d)(ix).

  • Intended Tax Treatment has the meaning specified in the Recitals hereto.