Unpaid Taxes means the liabilities listed on Schedule 6.01(j).
Unpaid Taxes means an amount, which shall not be less than zero, equal to the sum of (a) the aggregate amount of any positive unpaid Tax liabilities of the Target Entities for any Pre-Closing Tax Period (but solely to the extent such Pre-Closing Tax Period is (A) part of a current taxable period that ends within the calendar year in which the Closing Date occurs or (B) a prior taxable period, to the extent applicable Tax Returns for such period have not been filed or Taxes have not yet been paid), calculated (i) in the case of any Straddle Period, in a manner consistent with Section 7.4, (ii) taking into account (but not in a manner that reduces “Unpaid Taxes” below zero) any overpayment of income Tax made prior to the Closing Date (i.e., subtracting the amount of any such overpayment from the amount that would have otherwise been the amount of Unpaid Taxes) and Transaction Tax Deductions, (iii) without taking into account any deferred Tax liability, and (iv) in a manner consistent with the past custom and practice of the Target Entities in filing their respective Tax Returns except as would otherwise be required by applicable Law, plus (b) the portion of Transfer Taxes allocated to Sellers pursuant to Section 7.3, to the extent paid or to be paid by Buyer or a Target Entity, plus (c) Taxes of the Target Entities that would have otherwise been payable with respect to a Pre-Closing Tax Period but that have been deferred under the CARES Act, the Families First Act, the Payroll Tax Executive Order or any other legislative or regulatory responses to COVID-19.
Unpaid Taxes means all unpaid Taxes of any member of the Company Group with respect to any Pre-Closing Tax Period (net of any tax installments paid). For clarity, Unpaid Taxes shall not include any (a) 111(4)(e) Election Tax that is deducted from the Purchase Price in accordance with Section 1.02 and Section 6.04(c), and (b) Taxes arising out of, resulting from or relating to any assessment or reassessment of the filing of the 111(4)(e) Election.
Examples of Unpaid Taxes in a sentence
SELLER has the option to credit PURCHASER as an adjustment of Unpaid Taxes, etc., the Purchase Price with the amount of any unpaid taxes, assessments or utility charges, together with any interest and penalties thereon, to a date not less than three (3) business days after CLOSING, provided that official bills therefor computed to said date are produced at CLOSING.
Unpaid Taxes of the Renaissance Companies (other than (i) any Taxes referred to in Section 6.10(d) and (ii) Taxes attributable to Buyer's actions on the Closing Date that are not in the ordinary course of business) for all Pre-Closing Tax Periods shall be included as Current Liabilities in the computation of Closing Net Liabilities to the extent that such unpaid Taxes are not reflected on the Financial Statements.
Unpaid Taxes of the current year may be placed in lien at a tax sale held after December 10.
Revocation or Denial of Passport in Case of Certain Unpaid Taxes (sec.
Government Levy (Unpaid Taxes) The IRS or State taxing authorities can issue a “Notice of Xxxx” attaching money on deposit in any deposit Account as of the date the levy is received except for IRAs or other qualified retirement plans.
More Definitions of Unpaid Taxes
Unpaid Taxes means any accrued and unpaid Taxes of the Company for all taxable periods or portions thereof ending on or before the Closing Date that are due for the first time after the Closing Date, determined after giving effect to the transactions contemplated in this Agreement; provided that Unpaid Taxes shall not include any Taxes for matters set forth on Schedule 1.1(d).
Unpaid Taxes has the meaning set forth in clause (5) of Section 4.5(b)(i).
Unpaid Taxes means the liabilities listed on Schedule 6.01(j) to the New Senior Credit Agreement (as in effect on May 27, 2022).
Unpaid Taxes. Section 1.02(a)
Unpaid Taxes the following information pertains to undisputed tax liabilities, each in excess of $50,000.00, that are due but as yet unpaid: ------------------------------------------------------------------------------ Claimant Name Type of Tax Estimated Amount Owed ------------------------------------------------------------------------------ ------------------------------------------------------------------------------ Internal Revenue Service Federal Income $1,229,854.47 ------------------------------------------------------------------------------ Elkhart County, Indiana City/County $ 272,434.34 ------------------------------------------------------------------------------ North Carolina Department of Revenue State Income $ 194,704.00 ------------------------------------------------------------------------------ Hill County, Texas City/County $ 125,296.37 ------------------------------------------------------------------------------ Rooks County City/County $ 101,190.00 ------------------------------------------------------------------------------ Tennessee Department of Revenue State Income $ 70,525.80 ------------------------------------------------------------------------------ West Virginia Department of Revenue State Income $ 67,680.00 ------------------------------------------------------------------------------ Sub-total $2,061,689.32 Please note that this list is limited to single tax claims over $50,000.00, exclusive of penalties and interest. In addition to the above claims, Oakwood estimates that it owes approximately $801,074.95 in property taxes to numerous jurisdictions. These taxes, individually, would not be "material," however due to the large aggregate liability, Oakwood discloses these liabilities here. Additional information about these property taxes is available upon request. SELLERS' DISCLOSURE SCHEDULES
Unpaid Taxes means all Taxes payable by the Corporation for the period ending the Closing Date less all instalments paid prior to the Closing Date in respect of the period ending the Closing Date.
Unpaid Taxes means all Taxes due and owing and for which no accrual has been established on the Company’s balance sheet.