Tax Notes definition

Tax Notes means, collectively, each Promissory Note issued by Parent in favor of an Option Seller (as defined in the Stock Purchase Agreement), in each case, in connection with the Acquisition.
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Tax Notes has the meaning assigned to such term in the preamble to this Agreement.
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Tax Notes. All Promissory Notes issued by Reuven Dessler, Jake Koval, Mark Hanners, David Lipixx xxx Xxxxxx Lexxxxxxxx xx xxxxx xx xxx Lxxx Xxxxxxxx to exxxxxxx xxxxx xxxe to them by Lead Borrower to assist in the payment of federal and state income taxes in connection with their receipt of stock in the Lead Borrower, which Notes have a current outstanding balance of principal and accrued interest in the approximate amount of $2,800,000.
Sample 1

Examples of Tax Notes in a sentence

  • The Tax Notes, if issued, shall (i) be issued prior to the Effective Time, (ii) bear interest at a rate not to exceed six percent (6%) per annum, (iii) provide that the principal and all accrued interest shall be due and payable six (6) months after the date of the Tax Notes, and (iv) impose no prepayment penalty.

  • Notwithstanding the actual due date of such notes, the Tax Notes shall be treated as Long Term Debt for purposes of the determination of the Total Consideration in Exhibit 1 hereto.

  • All cash payments of the Cash Tax Distribution and all amounts of any Tax Notes shall be taken into account in calculating the Closing Merger Consideration regardless of whether such payments were made, or any Tax Notes were issued, after the Measurement Month Date used for purposes of such calculation (through a reduction of Working Capital or increase in Long Term Debt, as applicable).

  • Tax Notes: Tax Notes will be issued in an aggregate principal amount equal to the aggregate amount of Allowed Priority Tax Claims with a maturity six (6) years after the Reorganization Effective Date.

  • In the event that there is insufficient cash of the Company to make the Cash Tax Distribution either in whole or in part, the Company may issue short term notes payable to the Shareholders in amounts equal to the amount of the Cash Tax Distribution less the amount of cash actually distributed to the Shareholders as part of the Cash Tax Distribution ("Tax Notes") in the form of Exhibit 4.10.

  • Met Investors Series Trust April 7, 2014 Page 4 Rulings”, Tax Analysts Doc # 2011-16450, in Tax Notes Today Headlines, July 28, 2011.

  • The Parent shall have delivered to Administrative Agent (i) copies of the Subordinated Convertible Notes, the Tax Notes and the Shareholder Payment Agreement and (ii) the Shareholder Subordination Agreement, each of which shall be satisfactory in form and substance to Administrative Agent.

  • There can be no assurance that an active market for any of the securities to be distributed pursuant to the Plan, including the New High Yield Secured Notes, Reorganization Plan Unsecured Notes, Tax Notes, Reorganization Plan Warrants, New CPIH Funded Debt and the Reorganized CPIH Preferred Securities, will develop and no assurance can be given as to the prices at which such securities might be traded.

  • The existence of -------------------- and payment of the other Agemark Notes, the Tax Notes, the Super First Note, the Reimbursement Notes and any other indebtedness provided under the Plan will be Permitted Liens and will not constitute a default exercisable by the Agemark Note holders.

  • On or prior to Closing, the -------------------------------- Shareholder shall cause to be paid in full in cash all accounts receivable, notes receivable and advances payable by the Shareholder to the Company and the Company shall pay in full in cash all accounts payable, notes payable and advances payable (except any Tax Notes (as defined) which shall be paid according to their terms) by the Company to the Shareholder.


More Definitions of Tax Notes

Tax Notes means those certain promissory notes to be executed by Agemark in favor of the holders of certain Class 2 Claims having the terms set forth in paragraph 8.12 et seq. herein.
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Tax Notes means any notes issued pursuant to the Plan in satisfaction of certain outstanding tax obligations of the Issuer.
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Tax Notes means the promissory note in the original principal amount of $141,000 with a payment due date of February 27, 1998, which was executed by National in connection with its investments in certain low income housing limited partnerships. RECITALS --------
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Tax Notes. All Promissory Notes issued by Reuxxx Xxxxxxx, Xakx Xxxxx, Xarx Xxxxxxx, Xavxx Xxxxxx xxd Natxxx Xxxxxxxxxx xx favor of the Lead Borrower to evidence loans made to them by Lead Borrower to assist in the payment of federal and state income taxes in connection with their receipt of stock in the Lead Borrower, which Notes have a current outstanding balance of principal and accrued interest in the approximate amount of $2,800,000.
Sample 1

Related to Tax Notes

  • 2028 Notes means those 6.500% Senior Notes due 2028 issued by the Borrower in an aggregate principal amount of $400,000,000 pursuant to the 2028 Notes Documents.

  • 2016 Notes means the aggregate principal amount of US$460,000,000 of 4.25% Convertible Senior Notes Due 2016 issued pursuant to the 2016 Note Indenture.

  • Seller Notes means any promissory note or notes issued by the Borrower or a Restricted Subsidiary of the Borrower in respect of any acquisition permitted hereunder as consideration in connection with such acquisition, but that is not in the nature of an earn-out obligation or similar deferred or contingent obligation.

  • 2014 Notes means (i) the 4.850% Senior Secured Notes due 2024 issued by the Issuer on March 18, 2014 and (ii) the 4.45% Senior Secured Notes due 2025 and the 5.45% Senior Secured Notes due 2034 issued by the Issuer on August 21, 2014.

  • 2011 Notes means those certain notes issued pursuant to the Note Purchase Agreement dated as of March 22, 2011 among the Company and the purchasers named in Schedule A thereto.

  • 2018 Notes means the Company’s 7.75% Senior Subordinated Notes due 2018 issued under the Indenture dated December 14, 2010 among the Company, Holdings and the subsidiary guarantors from time to time party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee.

  • 2015 Notes means the 8.375% senior notes due 2015 in the principal amounts of $615 million and €500 million issued pursuant to the 2015 Notes Indenture.

  • 2012 Notes means the 5.125% Senior Secured Notes due 2022 issued by the Issuer on July 2, 2012.

  • Refunded Notes means that portion of the Series 298 Notes and Series 300 Notes paid from the proceeds of the Bonds and other available funds of the Issuer.

  • 2019 Notes has the meaning set forth in the definition of “2018 Exchange Offers”.

  • 2022 Notes means the Borrower’s 5.00% Convertible Senior Notes due 2022.

  • Euro Notes means the Initial Euro Notes and any Additional Euro Notes.

  • 2023 Notes means the 6 7/8% Notes due 2023 issued by NTL pursuant to the 1988 Indenture.

  • Retained Notes means the Class A-1 Notes, the Class B Notes, $32,700,000 of the Class A-2a Notes, $5,300,000 of the Class A-2b Notes, $24,320,000 of the Class A-3 Notes and $7,605,000 of the Class A-4 Notes until such time as such Notes are the subject of an Opinion of Counsel pursuant to Section 2.04(g) of the Indenture with respect to their classification as debt for federal income tax purposes.

  • 2024 Notes means the 7.000% Senior Notes due 2024, issued pursuant to the 2024 Indenture.

  • A Notes means each Note that has a designation starting with “A”, either individually or in the aggregate as the context may require.

  • 2017 Notes means the aggregate principal amount of US$600,000,000 of 6.25% Guaranteed Senior Notes Due 2017 issued pursuant to the 2017 Note Indenture.

  • Subordinated Notes means the Initial Notes and the Exchange Notes and, more particularly, any Subordinated Note authenticated and delivered under this Indenture, including those Subordinated Notes issued or authenticated upon transfer, replacement or exchange.

  • 2021 Notes means the 4.700% Senior Notes due 2021, originally issued by Ensco plc (now Valaris), a public limited company organized under the laws of England and Wales.

  • B Notes means each of Note B-1 and Note B-2.

  • Redemption Notes means unsecured subordinated promissory notes of the Trust having a maturity date to be determined at the time of issuance by the Trustee (provided that in no event shall the maturity date be set at a date subsequent to the first Business Day following the fifth anniversary of the date of issuance of such note), bearing interest from the date of issue at a market rate of interest determined at the time of issuance by the Trustee, payable for each month during the term on the 15th day of each subsequent month with all principal being due on maturity, such promissory notes to provide that the Trust shall at any time be allowed to prepay all or any part of the outstanding principal without notice or bonus.

  • Separate Notes has the meaning set forth in the Pledge Agreement.

  • Notes shall have the meaning assigned to such term in the recitals.

  • Lead Securitization Notes means Note A-1-A, Note A-1-B, Note A-1-C, Note A-1-D, Note A-1-E, Note B-1, Note B-2, Note B-3, Note B-4 and Note B-5 for so long as any such note is included in the Lead Securitization.