Tax Payments for Prior Periods Sample Clauses

Tax Payments for Prior Periods. To the extent that the tax liability initially allocated to AST for a prior tax period is subsequently redetermined, as a result of filing an amended return, the outcome of an IRS examination, the retroactive application of a new tax law or tax regulation, or other similar modifying action or item, AST shall pay AEIC for any such increases to AST's tax liability and is also entitled to receive a payment from AEIC for any decreases in tax liability attributable to AST.
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Tax Payments for Prior Periods. To the extent that the tax liability initially allocated to any corporation in the ASFC Group for a prior tax period is subsequently redetermined, as a result of filing an amended return, the outcome of an IRS examination, the retroactive application of a new tax law or tax regulation, or other similar modifying action or item, ASFC shall pay LNC for any such increases to the ASFC Group's tax liability and is also entitled to receive a payment from LNC for any decreases in tax liability attributable to the ASFC Group.
Sample 1
Tax Payments for Prior Periods. To the extent that the tax liability initially allocated to ICI for a prior tax period is subsequently redetermined, as a result of filing an amended return, the outcome of an IRS examination, the retroactive 152 application of a new tax law or tax regulation, or other similar modifying action or item, ICI shall pay ASIC for any such increases to ICI's tax liability and is also entitled to receive a payment from ASIC for any decreases in tax liability attributable to ICI.
Sample 1
Tax Payments for Prior Periods. To the extent that the tax liability initially allocated to CIA for a prior tax period is subsequently redetermined, as a result of filing an amended return, the outcome of an IRS examination, the retroactive application of a new tax law or tax regulation, or other similar modifying action or item, CIA shall pay ASIC for any such increases to CIA's tax liability and is also entitled to receive a payment from ASIC for any decreases in tax liability attributable to CIA.
Sample 1
Tax Payments for Prior Periods. To the extent that the tax liability initially allocated to Linsco for a prior tax period is subsequently redetermined, as a result of filing an amended return, the outcome of an IRS examination, the retroactive application of a new tax law or tax regulation, or other similar modifying action or item, Linsco shall pay LNC for any such increases to Linsco's tax liability and is also entitled to receive a payment from LNC for any decreases in tax liability attributable to Linsco. 161
Sample 1
Tax Payments for Prior Periods. To the extent that the tax liability initially allocated to AEIC for a prior tax period is subsequently redetermined, as a result of filing an amended return, the outcome of an IRS examination, the retroactive application of a new tax law or tax regulation, or other similar modifying action or item, AEIC shall pay ASIC for any such increases to AEIC's tax liability and is also entitled to receive a payment from ASIC for any decreases in tax liability attributable to AEIC.
Sample 1

Related to Tax Payments for Prior Periods

  • Fiscal Periods Change its fiscal year-end and fiscal quarter-ends to dates other than December 31 and the last day of each March, June, September and December, respectively.

  • Adjustment Due to Merger, Consolidation, Etc If, at any time when this Note is issued and outstanding and prior to conversion of all of the Notes, there shall be any merger, consolidation, exchange of shares, recapitalization, reorganization, or other similar event, as a result of which shares of Common Stock of the Borrower shall be changed into the same or a different number of shares of another class or classes of stock or securities of the Borrower or another entity, or in case of any sale or conveyance of all or substantially all of the assets of the Borrower other than in connection with a plan of complete liquidation of the Borrower, then the Holder of this Note shall thereafter have the right to receive upon conversion of this Note, upon the basis and upon the terms and conditions specified herein and in lieu of the shares of Common Stock immediately theretofore issuable upon conversion, such stock, securities or assets which the Holder would have been entitled to receive in such transaction had this Note been converted in full immediately prior to such transaction (without regard to any limitations on conversion set forth herein), and in any such case appropriate provisions shall be made with respect to the rights and interests of the Holder of this Note to the end that the provisions hereof (including, without limitation, provisions for adjustment of the Conversion Price and of the number of shares issuable upon conversion of the Note) shall thereafter be applicable, as nearly as may be practicable in relation to any securities or assets thereafter deliverable upon the conversion hereof. The Borrower shall not affect any transaction described in this Section 1.6(b) unless (a) it first gives, to the extent practicable, thirty (30) days prior written notice (but in any event at least fifteen (15) days prior written notice) of the record date of the special meeting of shareholders to approve, or if there is no such record date, the consummation of, such merger, consolidation, exchange of shares, recapitalization, reorganization or other similar event or sale of assets (during which time the Holder shall be entitled to convert this Note) and (b) the resulting successor or acquiring entity (if not the Borrower) assumes by written instrument the obligations of this Section 1.6(b). The above provisions shall similarly apply to successive consolidations, mergers, sales, transfers or share exchanges.

  • Adjustments for Tax Purposes Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

  • Events Subsequent to Most Recent Fiscal Year End Since the Most Recent Fiscal Year End, there has not been any material adverse change in the business, financial condition, operations, results of operations, or future prospects of the Company. Without limiting the generality of the foregoing, since that date:

  • Payment and Year-End Adjustment Amounts accrued pursuant to this Agreement shall be payable to the Adviser as of the last day of each month. If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the actual Fund Operating Expenses of a Fund for the prior fiscal year (including any reimbursement payments hereunder with respect to such fiscal year) do not exceed the Maximum Annual Operating Expense Limit.

  • Statements of Reconciliation after Change in Accounting Principles If, as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Holdings and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to Administrative Agent;

  • Waiting Periods All applicable waiting periods, if any, under the HSR Act shall have expired or been terminated.

  • Adjustments; Set-off; Calculations; Computations (a) If any Lender (a “Benefited Lender”) shall at any time receive any payment of all or part of its Loans, or interest thereon, or receive any collateral in respect thereof (whether voluntarily or involuntarily, by set-off, pursuant to events or proceedings of the nature referred to in Section 9.1(f), or otherwise (except pursuant to Section 2.7, 2.8, 4.4, 4.9, 4.10, 4.11, 4.12, 4.13(d), 11.1(g) or 11.6)), in a greater proportion than any such payment to or collateral received by any other Lender, if any, in respect of such other Lender’s Loans owing to it, or interest thereon, such Benefited Lender shall purchase for cash from the other Lenders an interest (by participation, assignment or otherwise) in such portion of each such other Lender’s Loans owing to it, or shall provide such other Lenders with the benefits of any such collateral, or the proceeds thereof, as shall be necessary to cause such Benefited Lender to share the excess payment or benefits of such collateral or proceeds ratably with each of the Lenders; provided, however, that if all or any portion of such excess payment or benefits is thereafter recovered from such Benefited Lender, such purchase shall be rescinded, and the purchase price and benefits returned, to the extent of such recovery, but without interest.

  • Changes in Fiscal Periods Permit the fiscal year of the Borrower to end on a day other than December 31 or change the Borrower’s method of determining fiscal quarters.

  • Prorations and Adjustments The following shall be prorated and adjusted between Seller and Purchaser as of the day of the Closing, except as otherwise specified:

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