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 income or receipts of the Company or any of 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 or any of its Subsidiaries for a Straddle Period that relates to the pre-Closing Tax period shall be deemed to be the amount of such Taxes for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on the Closing Date and the denominator of which is the number of days in such Straddle Period (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 income or receipts of the Company or and any of its Subsidiaries sales, use and other similar Taxes 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 relates relate to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes Tax for the such entire taxable period Straddle Period multiplied by a fraction fraction, the numerator of which is shall be the number of days in the taxable period ending on the Closing Date and the denominator of which is shall be the total number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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 income or receipts of the Company or any of and its Subsidiaries or attributable to specific transactions 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 and its Subsidiaries for a Straddle Period that relates to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on and including the Closing Date and the denominator of which is the number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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

Straddle Period. In the case of If 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 income or receipts of the Company or any of its Subsidiaries for a Straddle Period that relates to 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 relates to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period multiplied by a fraction in the numerator of which is the number of days in the taxable period ending on the Closing Date and the denominator of which is the number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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 Income Taxes based on or measured by income or receipts of attributable to the Company or any 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 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 Companies or any of its Subsidiaries for a Straddle Period that relates their Subsidiaries, the portion attributable to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes for the entire taxable period multiplied by a fraction fraction, the numerator of which is the number of days in the taxable period ending on the Pre-Closing Date Tax Period and the denominator of which is the number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)entire taxable period.

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 income income, payroll, sales or receipts of the Company or any of its Subsidiaries Seller Entities 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 Date, and the amount of other Taxes of the Company or any of its Subsidiaries Seller Entities for a Straddle Period that relates which relate to the pre-Closing Tax period portion of the Straddle Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on the Closing Date and the denominator of which is the number of days in such the Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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 income or receipts of the Company or any of its Subsidiaries Target for the prePre-Closing tax period 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 or any of its Subsidiaries Target for a Straddle Period that relates to the prePre-Closing Tax period Period portion of the Straddle Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period Straddle Period multiplied by a fraction the numerator of which is the number of days in the taxable period portion of the Straddle Period ending on the Closing Date and the denominator of which is the number of days in such the entire Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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 income income, receipts, or receipts payroll of the Surviving Company or any of and 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 and its Subsidiaries for a Straddle Period that relates to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on the Closing Date and the denominator of which is the number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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 income income, payroll, sales or receipts of the Company or any of its Subsidiaries 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 Date, and the amount of other Taxes of the Company or any of its Subsidiaries Target for a Straddle Period that relates which relate to the pre-Closing Tax period portion of the Straddle Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on the Closing Date and the denominator of which is the number of days in such the Straddle Period (the “Pre-Closing Straddle Amount”)Period.

Straddle Period. In the case of any taxable Tax period that 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 or any of its Subsidiaries and the Operating Company 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 and the Operating Company for a Straddle Period that relates to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period multiplied by a fraction the numerator of which 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 is the number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)Period.

Straddle Period. In the case of any taxable Taxable period that 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 or any 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 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 or any of its Subsidiaries for a Straddle Period that which relates to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes Tax for the entire taxable Taxable period multiplied by a fraction the numerator of which is the number of days in the taxable Taxable period ending on the Closing Date and the denominator of which is the number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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 income or receipts of the Company or any of and 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 day immediately preceding the Closing Date Date, and the amount of other Taxes of the Company or any of and its Subsidiaries for a Straddle Period that relates to the prePre-Closing Tax period Period shall be deemed to be the amount of such Taxes Tax for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on the day immediately preceding the Closing Date and the denominator of which is the number of days in such Straddle Period (the “Pre-Closing Straddle Amount”)Period.

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 income income, receipts, or receipts payroll (including withholding with respect to any such Tax) of the Company or any of its Subsidiaries Group for the pre-Closing tax period 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 or any of its Subsidiaries Group for a Straddle Period that relates to the pre-Closing Tax period portion of such Straddle Period shall be deemed to be the amount of such Taxes for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on the Closing Date and the denominator of which is the number of days in such the Straddle Period (the “Pre-Closing Straddle Amount”)Period.