Transaction Payroll Taxes definition

Transaction Payroll Taxes means the employer portion of any employment or payroll Taxes arising in connection with any payment made at or in connection with the Closing pursuant to, or arising as a result of, this Agreement or the Transactions.
Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.
Transaction Payroll Taxes means the employer portion of any payroll and employment Taxes (including social security, Medicare, and unemployment) that Seller incurs with respect to the Change of Control Payments.

Examples of Transaction Payroll Taxes in a sentence

  • A portion of the Transaction Consideration shall be used to discharge and pay in full: (i) all Indebtedness (if any); (ii) the Seller Transaction Expenses; and (iii) the Change of Control Payments and related Transaction Payroll Taxes, in each case as provided in Section 1.5(b).

  • The Representative shall pay to the Surviving Corporation by wire transfer of immediately available funds no later than two (2) Business Days prior to the date of such payroll cycle (i) the aggregate amount of such requested payments, plus (ii) the aggregate Transaction Payroll Taxes to be incurred in connection with such requested payments.

  • Retired NFL Football Players may actively participate in such initiatives if they desire.

  • For the avoidance of doubt, no fees and expenses shall be double counted when calculating Third Party Expenses, and Third Party Expenses shall not include Taxes (other than Transaction Payroll Taxes associated with amounts paid on or about the Closing Date).

  • Providers shall collaborate with local school districts and early childhood education providers to identify homeless households with children to ensure they understand their eligibility for educational services.


More Definitions of Transaction Payroll Taxes

Transaction Payroll Taxes means any employment or payroll Taxes with respect to any Change in Control Payments or other bonuses or other compensatory payments in connection with the transactions contemplated by this Agreement, whether payable by Acquiror or the Company. For avoidance of doubt, “Transaction Payroll Taxes” will include any of the foregoing Taxes payable with respect to Employee Compensation Expenses and Pledge Payments.
Transaction Payroll Taxes means the employer’s portion of any employment, payroll or similar Taxes with respect to any bonuses, assumptions or conversion of Company Options or other payments, whether in cash or securities or other property, in respect of payments on Company Capital Stock (to the extent applicable), severance, change-in-control or other compensatory payments made in connection with the transactions contemplated by this Agreement, whether such Taxes relate to amounts paid or accrued at, prior to or following the Closing Date and whether payable by Xxxxxx, the Final Surviving Company or any of their respective Affiliates.
Transaction Payroll Taxes means the employer portion of payroll or other employment Taxes incurred in connection with any bonuses, option cashouts or other compensatory payments made in connection with the transactions contemplated by this Agreement (including payments with respect to Restricted Stock), in each case, that become payable on or around the Closing Date, whether payable by Parent, the Company or any of its Subsidiaries. For avoidance of doubt, Transaction Payroll Taxes shall not include any payroll or other employment Taxes incurred in connection with payments made pursuant to Section 1.9(f)(i) or releases from the Escrow Fund or SR Expense Fund to Escrow Equity Holders.
Transaction Payroll Taxes means the employer portion of any payroll or employment Taxes incurred with respect to any bonuses, option exercises and cash-outs, and other compensatory payments in connection with the transactions contemplated by this Agreement, whether payable by Parent, the Company or any of their respective Affiliates to the extent payable or accrued on or prior to the Closing Date.
Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cashouts or other compensatory payments in connection with the consummation of the Merger or the other transactions contemplated hereby, including those arising from or related to the payment of any amounts hereunder or under any other Contract as a result of, or in connection with, the consummation of the Merger and the other transactions contemplated hereby, in each case, other than the employer portion payroll or employment Taxes incurred as a result of any retention payments payable or equity awards granted by Acquiror or any of its Affiliates pursuant to the terms of any Offer Document or other post-Closing employment arrangement with Acquiror or any of its Affiliates.
Transaction Payroll Taxes means the Transaction Closing Payroll Taxes and the Transaction Post-Closing Payroll Taxes.
Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cashouts or other compensatory payments in connection with the consummation of the Merger or the other transactions contemplated hereby, including those arising from or related to the payment of any amounts hereunder or under any other Contract as a result of, or in connection with, the consummation of the Merger and the other transactions contemplated hereby, in each case calculated as if run through the Company’s normal payroll procedures, other than the employer portion payroll or employment Taxes incurred as a result of (i) any retention payments payable or equity awards granted by Acquiror or any of its Affiliates pursuant to the terms of any Offer Letter or other post-Closing employment arrangement with Acquiror or any of its Affiliates, (ii) the exercise or cash out following the Effective Time of Assumed Company Options, (iii) Excluded Severance Costs or (iv) severance or termination payable to any Continuing Employee whose services cease following the Effective Time.