Common use of Straddle Period Clause in Contracts

Straddle Period. In the case of any taxable period that includes, but does not end on, the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by receipts of the Company and any sales, use and other similar Taxes for the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date and the amount of other Taxes of the Company for a Straddle Period that relate to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax for such entire Straddle Period multiplied by a fraction, the numerator of which shall be the number of days in the taxable period ending on the Closing Date and the denominator of which shall be the total number of days in such Straddle Period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by income or receipts of the Company and or any sales, use and other similar Taxes of its Subsidiaries for the Prepre-Closing Tax Period tax period shall be determined based on an interim closing of the books as of the close of business on the Closing Date and the amount of other Taxes of the Company or any of its Subsidiaries for a Straddle Period that relate relates to the Prepre-Closing Tax Period period shall be deemed to be the amount of such Tax Taxes for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period ending on the Closing Date and the denominator of which shall be is the total number of days in such Straddle PeriodPeriod (the “Pre-Closing Straddle Amount”).

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by receipts income, receipts, or payroll (including withholding with respect to any such Tax) of the Company and any sales, use and other similar Taxes Group for the Prepre-Closing Tax portion of such Straddle Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date Date, and the amount of other Taxes of the Company Group for a Straddle Period that relate to the Prepre-Closing Tax portion of such Straddle Period shall be deemed to be the amount of such Tax Taxes for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period ending on the Closing Date and the denominator of which shall be is the total number of days in such the Straddle Period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by income or receipts of the Company and any sales, use and other similar Taxes its Subsidiaries or attributable to specific transactions for the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date and the amount of other Taxes of the Company and its Subsidiaries for a Straddle Period that relate relates to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period ending on and including the Closing Date and the denominator of which shall be is the total number of days in such Straddle Period.

Straddle Period. In the case of If any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by income or receipts of the Company and any sales, use and other similar Taxes for a Straddle Period that relates to the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date and the amount of other Taxes of the Company for a Straddle Period that relate relates to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax for such the entire Straddle Period taxable period multiplied by a fraction, fraction in the numerator of which shall be is the number of days in the taxable period ending on the Closing Date and the denominator of which shall be is the total number of days in such Straddle Period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by income or receipts of the Company and any sales, use and other similar Taxes its Subsidiaries for the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the day immediately preceding the Closing Date Date, and the amount of other Taxes of the Company and its Subsidiaries for a Straddle Period that relate relates to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period ending on the day immediately preceding the Closing Date and the denominator of which shall be is the total number of days in such Straddle Period.

Straddle Period. In the case of any taxable Tax period that includes, includes (but does not end on, ) the Closing Date (such Tax period hereinafter is referred to as a “Straddle Period”), the amount of any Taxes based on or measured by income or receipts of the Company and any sales, use and other similar Taxes the Operating Company for the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date and the amount of other Taxes of the Company and the Operating Company for a Straddle Period that relate relates to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in from the taxable period ending on beginning of the Straddle Period through and including the Closing Date and the denominator of which shall be is the total number of days in such Straddle Period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by income or receipts of the Company and any sales, use and other similar Taxes Target for the Pre-Closing Tax Period portion of the Straddle Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date and the amount of other Taxes of the Company Target for a Straddle Period that relate relates to the Pre-Closing Tax Period portion of the Straddle Period shall be deemed to be the amount of such Tax for such the entire Straddle Period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period portion of the Straddle Period ending on the Closing Date and the denominator of which shall be is the total number of days in such the entire Straddle Period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Income Taxes based on or measured by receipts of the Company and any sales, use and other similar Taxes for attributable to the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date (and for such purpose, the amount taxable period of any partnership or other pass-through entity in which the Companies or any of their Subsidiaries holds a beneficial interest shall be deemed to terminate at such time). In the case of any other Taxes of the Company for a Straddle Period that relate Companies or their Subsidiaries, the portion attributable to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax Taxes for such the entire Straddle Period taxable period multiplied by a fraction, the numerator of which shall be is the number of days in the taxable period ending on the Pre-Closing Date Tax Period and the denominator of which shall be is the total number of days in such Straddle Periodthe entire taxable period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by income, payroll, sales or receipts of the Company and any sales, use and other similar Taxes Seller Entities for the Prepre-Closing Tax portion of the Straddle Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date Date, and the amount of other Taxes of the Company Seller Entities for a Straddle Period that which relate to the Prepre-Closing Tax portion of the Straddle Period shall be deemed to be the amount of such Tax for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period ending on the Closing Date and the denominator of which shall be is the total number of days in such the Straddle Period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “"Straddle Period”"), the amount of any Taxes based on or measured by receipts income, receipts, or payroll of the Surviving Company and any sales, use and other similar Taxes its Subsidiaries for the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date and the amount of other Taxes of the Company and its Subsidiaries for a Straddle Period that relate relates to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period ending on the Closing Date and the denominator of which shall be is the total number of days in such Straddle Period.

Straddle Period. In the case of any taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), the amount of any Taxes based on or measured by income, payroll, sales or receipts of the Company and any sales, use and other similar Taxes Target for the Prepre-Closing Tax portion of the Straddle Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date Date, and the amount of other Taxes of the Company Target for a Straddle Period that which relate to the Prepre-Closing Tax portion of the Straddle Period shall be deemed to be the amount of such Tax for such the entire Straddle Period taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable period ending on the Closing Date and the denominator of which shall be is the total number of days in such the Straddle Period.

Straddle Period. In the case of any taxable Taxable period that includes, includes (but does not end on, ) the Closing Date (a “Straddle Period”), (a) the amount of any Taxes based on or measured by income or receipts of the Company and any sales, use and other similar Taxes for the Pre-Closing Tax Period shall be determined based on an interim closing of the books as of the close of business on the Closing Date (and for such purpose, the Taxable period of any pass-through entity shall be deemed to terminate at such time) and (b) the amount of other Taxes of the Company for a Straddle Period that relate which relates to the Pre-Closing Tax Period shall be deemed to be the amount of such Tax for such the entire Straddle Period Taxable period multiplied by a fraction, fraction the numerator of which shall be is the number of days in the taxable Taxable period ending on the Closing Date and the denominator of which shall be is the total number of days in such Straddle Period.