Company Tax means any Tax, if and to the extent that the Company is or may be potentially liable under applicable Law, under Contract or on any other grounds (including, but not limited to, as a transferee or successor, under Code Section 6901 or Treasury Regulation Section 1.1502-6, as a result of any Tax sharing or other agreement, or by operation of Law) for any such Tax.
Company Tax means any Tax, if and to the extent that the Company is or may be potentially liable under applicable law, under contract or on any other grounds (including, but not limited to, as a transferee or successor, under Code Section 6901 or Treasury Regulation Section 1.1502-6, as a result of any Tax sharing or other agreement, or by operation of law) for any such Tax.
Company Tax means all liability for any Tax imposed on, relating or attributable to, or otherwise payable by or with respect to Company, any of its Subsidiaries, or their assets or the Business.
Examples of Company Tax in a sentence
There is no power of attorney in effect with respect or relating to any Company Tax or Company Tax Return.
Buyer and Seller shall report, act, and file Company Tax Returns (including, but not limited to IRS Form 8594) in all respects and for all purposes consistent with such Allocation Schedule prepared by Buyer.
No private letter or other ruling or determination from any Governmental Entity relating to any Company Tax or Company Tax Return has ever been requested or received.
More Definitions of Company Tax
Company Tax means tax charged on the income of any company in accordance with the provisions of this Ordinance;
Company Tax means any Tax, if and to the extent that any of the Company or the Subsidiaries is liable under applicable Law, under Contract or on any other grounds (including, but not limited to, as a transferee or successor, under Code Section 6901 or Treasury Regulation Section 1.1502-6, as a result of any Tax sharing or other agreement, or by operation of Law) for any such Tax, and shall include any Taxes payable by the Company or any Subsidiary (i) with respect to any income included pursuant to Section 965 of the Code and (ii) determined by including in income for Pre-Closing Periods any income includable by the Company or any Subsidiary pursuant to Sections 951 and 951A of the Code with respect to Pre-Closing Periods (determined, in the case of any Subsidiaries giving rise to such income whose taxable year includes but does not end on the Closing Date, as if such taxable year ended on the Closing Date without offsetting such income for such taxable year by any loss or other Tax attribute from a Pre-Closing Period except to the extent such loss or other Tax attribute is available in taxable periods (or portions thereof) beginning after the Closing Date).
Company Tax means any Tax with respect to a Pre-Closing Period, if and to the extent that the Company is liable for such Tax under applicable Law, under Contract (other than a Contract entered into in the ordinary course of business the primary purpose of which does not relate to Tax) or as a transferee or successor (including, but not limited to, under Code Section 6901 or Treasury Regulation Section 1.1502-6, as a result of any Tax sharing agreement, or by operation of Law); provided, however, that Company Taxes shall exclude, in each case, (a) the share of any Transfer Taxes borne by Parent pursuant to Section 6.3(a), (b) any Taxes resulting from an election under Section 338 of the Code with respect to the Merger, and (c) any Taxes resulting from any transactions occurring on the Closing Date after the Closing outside the ordinary course of business. For the avoidance of doubt, Company Tax shall be determined by giving full effect to any tax refund, offset, credit, or net operating loss, in each case attributable to a Pre-Closing Period, and in each case excluding any such attribute available as a carryback from any Post-Closing Period.
Company Tax means any Tax, if and to the extent that the Company and any Subsidiary is or may be potentially liable under applicable law, under contract or on any other grounds (including, but not limited to, as a transferee or successor, under Code Section 6901 or Treasury 48 Regulation Section 1.1502-6, as a result of any Tax sharing or other agreement, or by operation of law) for any such Tax. “Company Tax Return” means any return, election, declaration, report, schedule, information return, document, information, opinion, statement, or any amendment to any of the foregoing (including, without limitation, any consolidated, combined or unitary return) filed or required to be filed with any Governmental Entity, if, in any manner or to any extent, relating to or inclusive of the Company, any Subsidiary, or any Company Tax. “Current Assets” means (i) accounts receivable (excluding intercompany receivables and Excluded Accounts Receivable) other than accounts receivables that are more than 90 days past due unless collected from and after the Closing Date until the date a statement is delivered by Buyer to Seller in accordance with Section 1.7(a) of this Agreement, and (ii) inventory of Seller, other than any such assets that are Excluded Assets (including, without limitation, cash). “Current Liabilities” means accounts payable and accrued expenses, including all Tax liabilities and all employee benefits accrued through the Closing Date, other than any such liabilities that are Excluded Liabilities. “Environment” means all, or any part, of the air (including the air within buildings and natural or man-made structures above or below ground), sediment, soils, water and land. “Environmental Claims” means any and all directives, administrative, regulatory or judicial actions, suits, demands, demand letters, claims, liens, notices of non-compliance or violation, investigations or requests for information by a Governmental Entity, proceedings, consent orders or consent agreements relating in any way to any Environmental Law, Hazardous Material or any Environmental Permit, including, without limitation, (i) any and all claims by Governmental Entities for enforcement, investigation, cleanup, removal, response, corrective, remedial, monitoring, or other actions, damages, fines or penalties pursuant to any applicable Environmental Law, and (ii) any and all claims by any one or more Persons seeking damages, contribution, indemnification, cost recovery, compensation, injunctive or o...
Company Tax means any Tax, if and to the extent that the Company, Company Subsidiary, Seller, or Seller Control person are or may be potentially liable under any Tax indemnity, Tax sharing or Tax allocation Contract, or any other Contractual obligation (the primary purpose of which is to share or indemnify Taxes), as a transferee or successor, under Code Section 6901 or Treasury Regulation 1.1502-6, or by operation of law for any such Tax, provided however for purposes of the representations in Section 2.10 and Section 2.7(i) , Company Tax shall include only Taxes for which the Company or the Company Subsidiary is or may be liable under applicable law or that may result in an Encumbrance against any asset of the Company or the Company Subsidiary or against any stock of the Company or Company Subsidiary.
Company Tax means any Tax, if and to the extent that the Company, Company Subsidiary, Seller, or Seller Control Person are or may be potentially liable under any Tax indemnity, Tax sharing or Tax allocation Contract, or any other Contractual obligation (the primary purpose of which is to share or indemnify Taxes), as a transferee or successor, under Code Section 6901 or Treasury Regulation 1.1502-6, or by operation of Law for any such Tax, provided however for purposes of the representations in Section 2.10 and Section 2.7(i), Company Tax shall include only Taxes for which the Company or the Company Subsidiary is or may be liable under applicable Law or that may result in an Encumbrance against any asset of the Company or the Company Subsidiary or against any stock of the Company or Company Subsidiary.
Company Tax means the income tax liability of the Company for any Consolidated Tax Year of any Parent Group that includes the Company, computed hypothetically as if the Company had not joined in the filing of any Consolidated Tax Return of such Parent Group, but had instead filed Tax Returns and computed its income tax liability on the basis of a Tax Return separate from such Parent Group for all relevant taxable years determined using the same elections and methods of accounting as are used with respect to the Company in determining the Parent Group Tax of such Parent Group to the extent such elections and methods of accounting are hypothetically available to the Company on a separate Tax Return basis.