Withholding Tax Escrow Amount definition

Withholding Tax Escrow Amount means an amount equal to 25% of the amount (if any) by which the applicable Sellers’ share of the Adjusted Purchase Price exceeds the Certificate Limit set forth in the Certificate (if any) provided by or on behalf of that Seller to Purchaser at or before Closing.
Sample 1
Withholding Tax Escrow Amount means 25% of each Seller’s part of that adjustment payment, and paragraph (i) of the term “Remittance Date” shall mean the 27th day following the end of the calendar month in which the Seller is required to pay the additional amount pursuant to Section 2.6(e), and Share Purchase Agreement (ii) Sellers are required to pay Purchaser an adjustment payment pursuant to Section 2.6 and at the time Sellers are required to make that adjustment payment the Escrow Agent is holding the Withholding Tax Escrow Amount for any applicable Seller, then the Escrow Agent shall be and is hereby irrevocably directed to return from the Withholding Tax Escrow Amount to each applicable Seller an amount equal to 25% of the amount of the difference paid by that Seller.
Sample 1

Examples of Withholding Tax Escrow Amount in a sentence

  • The Canadian Withholding Tax Escrow Agent will provide Sellers with proof that the Canadian Withholding Tax Escrow Amount and the interest earned thereon while held by the Canadian Withholding Tax Escrow Agent have been disbursed by the Canadian Withholding Tax Escrow Agent in accordance with the provisions of this Section 2.7.

  • Concurrently with the payments pursuant to Sections 2.7.4 or 2.7.5, if applicable, the Canadian Withholding Tax Escrow Agent will pay to Sellers the interest earned on the Canadian Withholding Tax Escrow Amount while on deposit with the Canadian Withholding Tax Escrow Agent to the date of that payment (less any Tax required to be withheld and remitted).

  • If a Canadian Withholding Tax Certificate specifying a Canadian Withholding Tax Certificate Limit in an amount that is not less than the Taxable Canadian Property Purchase Price is not delivered to Purchasers at or before Closing, Purchasers will withhold from the Purchase Price otherwise payable at Closing the Canadian Withholding Tax Escrow Amount, which amount shall be distributed to the Canadian Withholding Tax Escrow Agent in accordance with the following provisions of this Section 2.7.

  • If a Certificate specifying a Certificate Limit in an amount which is not less than the applicable Sellers’ share of the Adjusted Purchase Price is delivered to Purchaser before the Closing Date Purchaser shall not withhold the applicable Withholding Tax Escrow Amount from that part of the Adjusted Purchase Price.

  • The “Purchase Price” means an amount equal to: (i) $500,000,000, minus (ii) $52,000,000 (the “Escrow Amount”), minus (iii) the PRC Withholding Tax Escrow Amount (as defined below), minus (iv) the Affiliate Payments Amount, minus (v) $500,000 (the “Seller HK Stamp Duty Withheld Amount”), minus (vi) $3,904,526.84 (the “Options Payment Amount”).

  • Multi-Level Parking shall be Permissible to the extent of building Envelope lines, free from FAR and ground coverage to facilitate ample parking in spaces, subject to structural safety.

  • Perform an annual inventory of all software, licenses, and corresponding documentation of unit software, and ensure the unit commander endorses the hard-copy report.

Related to Withholding Tax Escrow Amount

  • Withholding Taxes means any taxes, including, but not limited to, social security and Medicare taxes and federal, state and local income taxes, required to be withheld under any applicable law.

  • Withholding Tax means any tax, deduction, levy or similar payment obligation that is required to be deducted or withheld from a payment under Applicable Law. Annex 1 – Data Processing

  • Indemnity Escrow Amount means $3,000,000.

  • Applicable Withholding Taxes means the minimum aggregate amount of federal, state and local income and payroll taxes that the Company is required by applicable law to withhold in connection with any Incentive Award.

  • Qualified escrow fund means an escrow arrangement with a federally or state-chartered financial institution having no affiliation with any tobacco product manufacturer and having assets of at least one billion dollars where such arrangement requires that such financial institution hold the escrowed funds’ principal for the benefit of releasing parties and prohibits the tobacco product manufacturer placing the funds into escrow from using, accessing, or directing the use of the funds’ principal except as consistent with section 453C.2, subsection 2, paragraph “b”.

  • Adjustment Escrow Amount means $1,000,000.

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Swiss Withholding Tax means taxes imposed under the Swiss Withholding Tax Act.

  • FATCA Withholding Tax means any withholding or deduction required pursuant to FATCA.

  • Swiss Withholding Tax Act means the Swiss Federal Act on Withholding Tax of 13 October 1965 (Bundesgesetz über die Verrechnungssteuer), together with the related ordinances, regulations and guidelines, all as amended and applicable from time to time.

  • Unpaid withholding tax means withholding tax due but not paid by the date the withholding tax is required to be paid under applicable law.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Indemnification Escrow Amount has the meaning specified in Section 3.6(a).

  • Excluded Withholding Taxes means (i) withholding Taxes imposed by the United States except to the extent that such United States withholding Taxes are imposed or increased as a result of any change in applicable law (excluding from change in applicable law for this purpose a change in an applicable treaty or other change in law affecting the applicability of a treaty) after the date hereof, or in the case of a successor Liquidity Provider (including a transferee of an Advance) or Facility Office, after the date on which such successor Liquidity Provider obtains its interest or on which the Facility Office is changed, (ii) any withholding Taxes imposed by the United States which are imposed or increased as a result of the Liquidity Provider failing to deliver to the Borrower any certificate or document (which certificate or document in the good faith judgment of the Liquidity Provider it is legally entitled to provide) which is reasonably requested by the Borrower to establish that payments under this Agreement are exempt from (or entitled to a reduced rate of) withholding Tax and (iii) Taxes imposed under Sections 1471 through 1474 of the Internal Revenue Code of 1986, as amended.

  • Escrow Cash is defined in Section 4.1(a).

  • Holdback Amount has the meaning set forth in Section 2.06(a).

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C hereof.

  • Escrow Fund has the meaning ascribed to it in Section 7.2(a).

  • Withholding means the retention of aid payments.

  • Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.

  • Required Withholding Amount has the meaning specified in Section 5 of this Agreement.

  • Retention Amount means, in relation to any Retention Date, such sum as shall be the aggregate of:

  • Tax Payments has the meaning set forth in the definition of Permitted Payments to Parent.

  • FATCA Withholding means any withholding or deduction required pursuant to an agreement described in section 1471(b) of the Code, or otherwise imposed pursuant to sections 1471 through 1474 of the Code, any regulations or agreements thereunder, any official interpretations thereof, or any law implementing an intergovernmental approach thereto.