Accrued Income Tax Amount definition

Accrued Income Tax Amount means an amount equal to the aggregate liability for current unpaid income Taxes of the Company and its Subsidiaries for taxable periods ending on or before the Closing Date for which a Tax Return has not yet been filed (or for which any income Taxes reflected on such a Tax Return have been fully paid by Closing) in all jurisdictions in which such entities are required to file income Tax Returns, for taxable periods (or the portion thereof) ending on or before the Closing Date, which shall be determined (a) as though any taxable period that includes but not does not end on the Closing Date closes as of the end of the Closing Date (regardless of whether such treatment is prescribed by applicable Law), (b) taking into account Transaction Tax Deductions (but, for purposes of the Closing Statement and the calculation of the Final Purchase Price only (and the Estimated Closing Statement, but only to the extent that the calculation of the amount of the Transaction Tax Deductions has been finally determined prior to Closing) in accordance with Section 7.07), applicable estimated income Tax payments made prior to Closing, any applicable income Tax refunds or overpayments and any net operating losses or other Tax attributes (excluding any such attribute generated after the Closing Date), in each case, to the extent such payments, attributes or other items actually reduce cash Taxes payable in respect of such taxable periods in the applicable jurisdiction (or would reduce such cash Taxes if the taxable period closed on the Closing Date), and (c) shall be a positive number in any jurisdiction only to the extent that any payments of estimated income Taxes made prior to Closing would result in an income Tax refund (or credit) in any jurisdiction.
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Accrued Income Tax Amount means an amount equal to the aggregate Liability for unpaid income Taxes of the Company and its Subsidiaries (including, for the avoidance of doubt, any income Taxes imposed on the Company or a Subsidiary by reason of filing a composite state income Tax Return or by reason of any Pass-Through Entity Taxes) for Pre-Closing Tax Periods and the portion of any Straddle Period ending on the Closing Date (regardless of whether due and payable as of the Closing), in each case, to the extent reasonably expected to be properly reported on a Parent Prepared Return. The Accrued Income Tax Amount shall (a) not be an amount less than zero with respect to any particular jurisdiction or standalone taxpaying entity, (b) be calculated in accordance with Section 5.2(a) and Section 5.2(b); (c) include any liabilities for Tax relating to IC-DISC income attributable to Xxxxxxx Export LTD. through the end of the day on the Closing Date, (d) be determined by excluding all deferred income Tax Liabilities and assets, (e) be calculated in accordance with past custom and practices (including reporting positions, jurisdictions, elections, and accounting methods) of the Company and its Subsidiaries unless otherwise necessary or appropriate by reason of change in fact or Law, and (f) exclude any liabilities for accruals or reserves established or required to be established under GAAP for contingent income Taxes or with respect to uncertain Tax positions.
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Accrued Income Tax Amount means an amount equal to the amount of Pre-Closing Taxes that are income Taxes and that are unpaid as of the Closing. The Accrued Income Tax Amount may be positive or negative. The Accrued Income Tax Amount shall be computed (a) in accordance with the past custom and practice of the Active Fluids Entities in filing their Tax Returns, including with respect to reporting positions, elections, and accounting methods, by treating the amounts shown as due on any Tax Return that is filed prior to the Closing Date as correct in all respects, by ignoring all Specified Tax Liabilities, and by treating each Active Fluids Entity as being subject to income Tax for a particular Tax period only in those jurisdictions in which such Active Fluids Entity (i) has filed an income Tax Return for such Tax period (in the case such Tax Return is due on or prior to the Closing Date) or (ii) has filed an income Tax Return in the immediately preceding Tax period or where such Active Fluids Entity has commenced business operations or otherwise established nexus (in the case such Tax Return is due after the Closing Date), (b) as of the Closing as if the taxable period of each Active Fluids Entity ended as of the end of the Closing Date, (c) by excluding all deferred income Tax liabilities and income Tax assets (except to the extent set forth in clause (e)), (d) by excluding all Tax assets and Tax liabilities of, or with respect to, the Algerian Tax Matter, (e) by taking into account (without duplication), as a reduction, any estimated payment, prepayment or overpayment of Pre-Closing Taxes that are income Taxes made by any Active Fluids Entity prior to the Closing (including any such estimated payment, prepayment or overpayment that resulted in a Tax refund or credit against Tax in lieu of a refund prior to the Closing) (any such payment, an “Income Tax Asset”) to the extent such Income Tax Asset is available to offset, under applicable Tax law, income Tax liabilities of the Active Fluids Entities included in the determination of the Accrued Income Tax Amount, (f) by taking into account any Transaction Tax Deductions to the extent available to reduce unpaid Taxes of the Active Fluids Entities for any Pre-Closing Tax Period or the portion of any Straddle Period ending on the Closing Date under applicable Law, (g) by disregarding any Taxes that are attributable to a Prohibited Tax Act, (h) by excluding any Taxes payable by any Consolidated Group of which any Active Fluids Entity is a m...
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Examples of Accrued Income Tax Amount in a sentence

  • The parties agree that only items of expense or loss that are agreed upon by the parties, or that the Accounting Referee has determined are deductible at a “more likely than not” standard by the applicable entity, shall be taken into account in calculating the Accrued Income Tax Amount for purposes of determining Indebtedness in the Closing Statement and the Final Purchase Price.

  • As used in this Agreement, “Closing Statement” means determinations of the Cash Amount, the Indebtedness Amount (and the portion thereof that constitutes the Funded Indebtedness Amount), the Transaction Compensation Amount, the Transaction Expense Amount, the Net Working Capital, the Accrued Income Tax Amount and the resulting calculation of the Equity Value.

  • As used in this Agreement, “Equity Value” means (a) $303,000,000, (b) plus the Cash Amount, (c) minus the Indebtedness Amount, (d) minus the Transaction Compensation Amount, (e) minus the Transaction Expense Amount, (f) minus the Accrued Income Tax Amount, (g) plus the amount, if any, by which the Net Working Capital is greater than $41,608,000 or minus the amount, if any, by which the Net Working Capital is less than $41,608,000.


More Definitions of Accrued Income Tax Amount

Accrued Income Tax Amount means an amount, which shall not be less than zero, equal to the aggregate Liability for unpaid income Taxes of each Company Group Member, the first due date for which arises after the Closing Date, with respect to Pre-Closing Tax Periods (determined, in the case of any Straddle Period, in accordance with Section 5.5(a)). The Accrued Income Tax Amount shall be calculated (a) in accordance with the past practices of the applicable Company Group Member and solely for jurisdictions where the applicable Company Group Member filed a Tax Return for the last taxable period for which a Tax Return was due or commenced activities after the end of such taxable period, (b) by including estimated or other prepaid income Tax payments to the extent such payments have the effect of reducing the particular unpaid income Taxes in respect of which such payments were made, (c) by taking into account any Deal Generated Deductions to the extent provided in Section 5.5(h), (d) by excluding any Taxes attributable to transactions by or on behalf of the Buyer occurring outside the ordinary course of business on the Closing Date or after the Closing and(e) by excluding any deferred Tax Liabilities. For the avoidance of doubt, the Accrued Income Tax Amount shall not include Taxes of Seller or any Seller Consolidated Group.
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Related to Accrued Income Tax Amount

  • Accrued income means the sum of:

  • Tax Amount has the meaning set forth in Section 4.01(b)(i).

  • Net After Tax Amount means the amount of any Parachute Payments or Capped Payments, as applicable, net of taxes imposed under Code Sections 1, 3101 (b) and 4999 and any State or local income taxes applicable to the Executive on the date of payment. The determination of the Net After Tax Amount shall be made using the highest combined effective rate imposed by the foregoing taxes on income of the same character as the Parachute Payments or Capped Payments, as applicable, in effect on the date of payment.

  • Non-Income Tax Return means any Tax Return relating to Taxes other than Income Taxes.

  • After Tax Amount means the amount of the Aggregate Payments less all federal, state, and local income, excise and employment taxes imposed on the Executive as a result of the Executive’s receipt of the Aggregate Payments. For purposes of determining the After Tax Amount, the Executive shall be deemed to pay federal income taxes at the highest marginal rate of federal income taxation applicable to individuals for the calendar year in which the determination is to be made, and state and local income taxes at the highest marginal rates of individual taxation in each applicable state and locality, net of the maximum reduction in federal income taxes which could be obtained from deduction of such state and local taxes.

  • Adjusted Actual/360 Accrued Interest Amount with respect to any REMIC I Regular Interest referred to in clause (B) of the second sentence of the prior paragraph, for any Interest Accrual Period, is an amount of interest equal to the product of (a) the Net Mortgage Rate then in effect (including as a result of any step-up provision) for the related Mortgage Loan under the original terms of such Mortgage Loan in effect as of the Closing Date (without regard to any modifications, extensions, waivers or amendments of such Mortgage Loan subsequent to the Closing Date, whether entered into by the Master Servicer or the Special Servicer or in connection with any bankruptcy, insolvency or other similar proceeding involving the related Borrower), multiplied by (b) a fraction, the numerator of which is the number of days in such Interest Accrual Period, and the denominator of which is 360, multiplied by (c) the Uncertificated Principal Balance of such REMIC I Regular Interest immediately prior to the Distribution Date that corresponds to such Interest Accrual Period; provided that, if the subject Interest Accrual Period occurs during (x) December of any year that does not immediately precede a leap year or (y) January of any year, then the amount of interest calculated with respect to the subject REMIC I Regular Interest pursuant to this definition for such Interest Accrual Period without regard to this proviso shall be decreased by the Interest Reserve Amount, if any (and the fraction described in clause (B) of the second sentence of the preceding paragraph shall be adjusted accordingly), with respect to the related Mortgage Loan (or any successor REO Mortgage Loan with respect thereto) transferred, in accordance with Section 3.04(c), from the Distribution Account to the Interest Reserve Account on the Master Servicer Remittance Date that occurs immediately following the end of such Interest Accrual Period; and provided, further, that, if the subject Interest Accrual Period occurs during February of any year (or during any December or January preceding the month of the Final Distribution Date), then the amount of interest calculated with respect to the subject REMIC I Regular Interest pursuant to this definition for such Interest Accrual Period without regard to this proviso shall be increased by the Interest Reserve Amount(s), if any (and the fraction described in clause (B) of the second sentence of the preceding paragraph shall be adjusted accordingly), with respect to the related Mortgage Loan (or any successor REO Mortgage Loan with respect thereto) transferred, in accordance with Section 3.05(c), from the Interest Reserve Account to the Distribution Account on the Master Servicer Remittance Date that occurs immediately following the end of such Interest Accrual Period.

  • Unpaid income tax means income tax due but not paid by the date the income tax is required to be paid under applicable law.

  • Unpaid estimated income tax means estimated income tax due but not paid by the date the tax is required to be paid under applicable law.

  • Final Tax Amount has the meaning set forth in Section 4.01(b)(ii).

  • Pre-Tax Earnings means the Corporation's earnings before income taxes as reported in the Company's Consolidated Income Statement for each fiscal year of the Performance Period, excluding any non-cash charge incurred in accordance with accounting principles generally accepted in the United States of America (GAAP) for any restricted stock or restricted stock unit awards granted during the Performance Period and all options, restricted stock and other equity compensation granted to Directors during the Performance Period.

  • Consolidated Income Tax Expense means, with respect to any Person for any period, the provision for federal, state, local and foreign income taxes of such Person and its Restricted Subsidiaries for such period as determined on a consolidated basis in accordance with GAAP.

  • Accrued Interest Amount For any Distribution Date and for any Undercollateralized Group, an amount equal to one month’s interest on the applicable Principal Deficiency Amount at the Net WAC of the applicable Loan Group, plus any interest accrued on such Undercollateralized Group remaining unpaid from prior Distribution Dates.

  • Annualized Interest Expense means, for the four consecutive quarters ending on each Reporting Date, the Operating Partnership’s Pro Rata Share of interest expense, with other adjustments as are necessary to exclude the effect of items classified as extraordinary items, in accordance with generally accepted accounting principles, reduced by amortization of debt issuance costs and adjusted to reflect the assumption that (i) any interest expense related to indebtedness incurred since the first day of such four-quarter period is computed as if such indebtedness had been incurred as of the beginning of such period, and (ii) any interest expense related to indebtedness that was repaid or retired since the first day of such four-quarter period is computed as if such indebtedness had been repaid or retired as of the beginning of such period (except that, in making such computation, the amount of interest expense related to indebtedness under any revolving credit facility shall be computed based upon the average daily balance of such indebtedness during such four-quarter period).

  • Non-Income Tax means any Tax other than an Income Tax.

  • Pre-Tax Income means income, as determined by GAAP, prior to deduction of the Bonus Pool (as hereinafter defined) and income taxes, and if applicable, after the deduction of any bonus pool of a future officer bonus plan adopted by the Company relating to an applicable Award Year and adjustments approved by the Board as described herein.

  • Income Tax Expense means, with respect to the Borrowers, for any period, the aggregate, without duplication, of all Taxes on the income of such Person for such period, whether current or deferred, determined on a Modified Consolidated Basis.

  • maximum council tax reduction amount means the amount determined in accordance with paragraph 29;

  • Base Period Income Base Period Income" is an amount equal to Executive's "annualized includable compensation" for the "base period" as defined in Sections 280G(d)(1) and (2) of the Code and the regulations adopted thereunder. Generally, Executive's "annualized includable compensation" is the average of Executive's annual taxable income from Company for the "base period," which is the five calendar years prior to the year in which the Change of Control occurs. These concepts are complicated and technical and all of the rules set forth in the applicable regulations apply for purposes of this Agreement.

  • Income Tax Return means any Tax Return relating to Income Taxes.

  • Adjusted Income means, with respect to a HOME Development, the gross income from wages, income from assets, regular cash or noncash contributions, and any other resources and benefits determined to be income by HUD, adjusted for family size, minus the deductions allowable under 24 CFR §5.611.

  • Consolidated Income Taxes means, with respect to any Person for any period, taxes imposed upon such Person or other payments required to be made by such Person by any governmental authority which taxes or other payments are calculated by reference to the income or profits of such Person or such Person and its Restricted Subsidiaries (to the extent such income or profits were included in computing Consolidated Net Income for such period), regardless of whether such taxes or payments are required to be remitted to any governmental authority.

  • Non-Income Taxes means any Taxes other than Income Taxes.

  • Incremental Income Taxes is defined in Section 6.9.

  • Tax Distribution Amount means, with respect to a Member’s Units, whichever of the following applies with respect to the applicable Tax Distribution, in each case in amount not less than zero:

  • Gross-Up Amount has the meaning set forth in definition of “Make Whole Amount.”

  • Consolidated federal income tax return means a consolidated return filed for federal income tax purposes pursuant to section 1501 of the Internal Revenue Code.