Carrybacks. Following the Closing Date, Buyer and the Company shall, to the extent permissible under applicable Law, waive the right to, and shall not, carry back any Income Tax losses, credits or similar items attributable to a member of the Company Group from a taxable period (or portion thereof) beginning after the Closing Date to a taxable year that ends on the Closing Date, except with the prior written consent of Seller.
Appears in 4 contracts
Samples: Share Purchase Agreement (SSI Southland Holdings, Inc.), Share Purchase Agreement (Trestle Transport, Inc.), Transition Services Agreement (St. Johnsbury Transfer Station, Inc.)
Carrybacks. Following the Closing DateClosing, Buyer and the Company Companies shall, to the extent permissible under applicable Lawpermissible, waive the right to, and shall not, carry back to carryback any Income Tax losses, credits or similar items attributable to a member of the Company Group Companies and from a taxable year or period (or portion thereof) beginning that begins after the Closing Date to a taxable year or period that ends on or before the Closing Date, except with the prior written consent of Seller.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Verizon Wireless Inc), Stock Purchase Agreement (Verizon Wireless Inc)
Carrybacks. Following the Closing Date, Buyer Purchaser, the Companies and the Company Subsidiaries shall, to the extent permissible under applicable Law, waive the right to, and shall not, carry back to carryback any Income income Tax losses, credits or similar items attributable to a member of the Company Group Companies and Subsidiaries from a taxable period (or portion thereof) beginning after the Closing Date to a taxable year that ends on period beginning before the Closing Date, except with the prior written consent of Seller.
Appears in 2 contracts
Samples: Securities Purchase Agreement (CSG Systems International Inc), Securities Purchase Agreement (Comverse Technology Inc/Ny/)
Carrybacks. Following the Closing DateClosing, Buyer and the Company shall, to the extent permissible under applicable Lawpermissible, waive the right to, and shall not, carry back to carryback any Income Tax losses, credits or similar items attributable to a member of the Company Group and from a taxable year or period (or portion thereof) beginning that begins after the Closing Date to a taxable year or period that ends on or before the Closing Date, except with the prior written consent of Seller.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Diageo PLC), Stock Purchase Agreement (Diageo PLC)
Carrybacks. Following the Closing Date, the Buyer and the each Transferred Company shall, to the extent permissible under applicable Lawpermissible, waive the right to, and shall not, carry back to carryback any Income Tax losses, credits or similar items attributable to a member of the such Transferred Company Group and from a taxable period (or portion thereof) beginning after the Closing Date to a taxable year that ends on the Pre Closing Date, except with the prior written consent of SellerTaxable Period.
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Carrybacks. Following the Closing Date, the Buyer and the Company shall, to the extent permissible under applicable Lawpermissible, waive the right to, and shall not, carry back any Income income Tax losses, credits or similar items attributable to a member of the Company Group and its Subsidiaries from a taxable period (or portion thereof) beginning after the Closing Date to a taxable year Pre-Closing Taxable Period and any portion of any Straddle Period that ends on the Closing Date, except with the prior written consent of the Seller, which consent shall not be unreasonably withheld.
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