Tax Subsidiary definition

Tax Subsidiary has the meaning specified in Section 7.7(e).

Tax Subsidiary means, with respect to POC or RVP as the context may require, (i) any corporation or association taxable as a corporation that is connected in an unbroken chain of stock ownership satisfying the requirements of Section 1504(a) of the Code beginning with POC or RVP as the case may be (provided that, for this purpose, after the Distribution Date, RVP shall be regarded as a corporation that is the common parent of the RVP Group); (ii) any entity not a corporation that is a "disregarded" entity for federal income tax purposes pursuant to Treasury Regulations Sections 301.7701-3 and that is owned by POC, RVP or any Tax Subsidiary of either (determined after application of clause (i) above) and (iii) any "disregarded" entity owned by POC, RVP or any Tax Subsidiary of either (determined after application of clauses (i) and (ii) above).

Tax Subsidiary means (i) any Subsidiary, (ii) any entity in which the Company owns, directly or indirectly, an equity interest (as determined for U.S. federal income tax purposes) of at least 10%, determined by either voting power or value, whichever is greater, or (iii) any entity of which the Company or any other subsidiary of the Company is a general partner or managing member.

Examples of Tax Subsidiary in a sentence

• No deficiencies for any taxes have been proposed, asserted or assessed against the Company, any Company Subsidiary or Tax Subsidiary that have not been resolved or settled and no requests for waivers of the time to assess any such tax are pending or have been agreed to.

• Neither the Company nor any Company Subsidiary or Tax Subsidiary is a party to any action or proceeding by any governmental authority for the assessment or the collection of taxes.

• Neither the Company nor any Company Subsidiary or Tax Subsidiary is delinquent in the payment of any tax, assessment or governmental charge.

• Neither the Company nor any other Person on behalf of the Company or any Tax Subsidiary has requested any extension of time within which to file any material Tax Return, which material Tax Return has not yet been filed.

• Except as disclosed in Section 3.12 of the Company Disclosure Schedule, neither the Company nor any Tax Subsidiary is delinquent in the payment of any assessed tax or other assessed governmental charge, except where such delinquency would not reasonably be expected to have a Company Material Adverse Effect.

More Definitions of Tax Subsidiary

Tax Subsidiary means a special purpose, wholly-owned Subsidiary of the Borrower that is treated as a corporation for U.S. federal income tax purposes and is organized to reduce the risk that the Borrower may be treated as engaged in a trade or business in the United States for U.S. federal income tax purposes or otherwise subject to U.S. federal income tax on a net income basis.

Tax Subsidiary means any corporation or partnership or other entity with respect to which Target (or a Target Subsidiary) owns a majority of the voting, profits, or capital interest therein.

Tax Subsidiary means, with respect to KSI or KSL as the context may require, (i) any corporation or association taxable as a corporation that is connected in an unbroken chain of stock ownership satisfying the requirements of Section 1504(a) of the Code beginning with KSI or KSL as the case may be (provided that, for this purpose, after the Distribution Date, KSL shall be regarded as a corporation that is the common parent of the KSL Group); (ii) any entity not a corporation that is a "disregarded" entity for federal income tax purposes pursuant to Treasury Regulations ss.301.7701-3 and that is owned by KSI, KSL or any Tax Subsidiary of either (determined after application of clause (i) above) and (iii) any "disregarded" entity owned by KSI, KSL or any Tax Subsidiary of either (determined after application of clauses (i) and (ii) above).

Tax Subsidiary means an entity treated as a corporation for U.S. federal income tax purposes, 100% of the equity interests in which are directly owned by the Borrower.

Tax Subsidiary. The meaning specified in Section 7.16(f).

Tax Subsidiary means, with respect to KSI or KSL as the context may require, (i) any corporation or association taxable as a corporation that is connected in an unbroken chain of stock ownership satisfying the requirements of Section 1504(a) of the Code beginning with KSI or KSL as the case may be (provided that, for this purpose, after the Distribution Date, KSL shall be regarded as a corporation that is the

Tax Subsidiary means a Subsidiary that is a corporation or a partnership for United States federal income tax purposes and if, a corporation, which is a member of an Affiliated Group that files consolidated federal income tax returns with FSB as common parent, or, if a partnership, in which FSB, FSB's Bank or any of the Subsidiaries holds at least a fifty percent (50%) capital or profits interest, and unless otherwise indicated thereon includes all Subsidiaries listed in Section 3.01(b) of the FSB Disclosure Schedule.