Additional Tax Liability definition

Additional Tax Liability means in any tax year in which a final tax adjustment is made by the Internal Revenue Service with respect to your purchase of Executive Stock under the Stock Agreement, all additional taxes, interest and penalties applicable to any such final tax adjustment. The undersigned's obligation to purchase such shares of Executive Stock hereunder is conditioned upon your providing the undersigned with documentation that is reasonably satisfactory to the Company evidencing the final determination of such Additional Tax Liability. It is the intent of this agreement to provide you with liquidity for a portion of your Executive Stock so as allow you to pay on a timely basis any Additional Tax Liability. This agreement shall at all times be interpreted consistently with such intent.
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Additional Tax Liability shall have the meaning set forth in Section 6.08(d).
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Additional Tax Liability shall have the meaning contained in Section 2.3 of this Agreement.
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Examples of Additional Tax Liability in a sentence

  • An IRS Audit Could Result in Adjustments to the Company’s Allocations of Income, Gain, Loss and Deduction Causing Additional Tax Liability to Our Members.

  • If the Additional Bridge Funding Tax Liability exceeds the Additional Tax Liability Cap, a Remainco Special Election shall have been made.

  • For each such Credit Deficiency Year, New Fluor shall pay to Parent the amount of such Parent Group Additional Tax Liability, provided, however, that in no event shall New Fluor be obligated hereunder to make payments to Parent in excess of the aggregate New Fluor Group Tax Savings, provided further, however, for purposes of this Section 2.01(b)(iii), the amount of such New Fluor Group Tax Savings shall be adjusted, in accordance with the provisions of Section 2.01(b)(iv).

  • Buyer shall review the calculation of such Additional Tax Liability within thirty (30) days after receipt thereof and notify Sellers of any discrepancy.

  • Upon such final determination, Buyer shall within ten (10) days thereafter, pay the entire amount of such Additional Tax Liability to Sellers.

  • If the Additional Bridge Funding Tax Liability exceeds the Additional Tax Liability Cap, a RMT Partner Special Election shall have been made.

  • An example of the calculation of the Additional Tax Liability is attached as Schedule 2.

  • The term "Additional Tax Liability shall have the meaning contained in Section 2.3 of this Agreement.

  • Such accounting firm's conclusion as to the Additional Tax Liability shall be conclusive.

  • Apportionment of a Controlled or on the comparable line of the For purposes of apportioning those Group’s Additional Tax Liability under corporation’s income tax return) items described at the top of columns Section 11(b)(1) beginning on page 4.


More Definitions of Additional Tax Liability

Additional Tax Liability has the meaning set forth in Section 1.9(d).
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Additional Tax Liability means the additional liability for all income taxes, federal, state and local, which may be due from or assessed to the Sellers solely as a result of the election to be made under Section 338(h)(10) of the Code as provided in Section VI.H below. C. "Affiliate" has the meaning set forth in Rule 12b-2 of the regulations promulgated under the Securities Exchange Act.
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Related to Additional Tax Liability

  • Actual Tax Liability means, with respect to any Taxable Year, the liability for Covered Taxes of the Corporation (a) appearing on Tax Returns of the Corporation for such Taxable Year and (b) if applicable, determined in accordance with a Determination (including interest imposed in respect thereof under applicable law).

  • Hypothetical Tax Liability means, with respect to any Taxable Year, the Hypothetical Federal Tax Liability for such Taxable Year, plus the Hypothetical Other Tax Liability for such Taxable Year.

  • Assumed Tax Liability means, with respect to any Member, an amount equal to the excess of (i) the product of (A) the Distribution Tax Rate multiplied by (B) the estimated or actual cumulative taxable income or gain of the Company, as determined for federal income tax purposes, allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, less prior losses of the Company allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, in each case, as determined by the Manager and to the extent such prior losses are available to reduce such income over (ii) the cumulative Tax Distributions made to such Member after the closing date of the IPO pursuant to Sections 4.01(b)(i), 4.01(b)(ii) and 4.01(b)(iii) and, if applicable with respect to such Fiscal Year, pursuant to Section 4.1(a) of the Previous LLC Agreement; provided that, in the case of the Corporation, such Assumed Tax Liability (x) shall be computed without regard to any increases to the tax basis of the Company’s property pursuant to Sections 734(b) or 743(b) of the Code and (y) to the extent permitted under the Credit Agreements and applicable Law, shall in no event be less than an amount that will enable the Corporation to meet both its tax obligations and its obligations pursuant to the Tax Receivable Agreement for the relevant Taxable Year; provided further that, in the case of each Member, and for the avoidance of doubt, such Assumed Tax Liability shall take into account any Code Section 704(c) allocations (including “reverse” 704(c) allocations) to the Member.

  • Additional Taxes means taxes, duties or other governmental charges imposed on the Trust as a result of a Tax Event (which, for the sake of clarity, does not include amounts required to be deducted or withheld by the Trust from payments made by the Trust to or for the benefit of the Holder of, or any Person that acquires a beneficial interest in, the Securities).

  • Additional Tax means in addition to Restaurant Tax. (C) “Additional Tax” means in addition to Commercial Lease. Review each City/Town for tax on Food for Home Consumption. (B) If you report under Hotel (Business code 044), this city has an Additional Hotel tax rate that must be applied and reported (Business Code 144). (D) Report amount due on materials purchased exempt from tax and incorporated into a Maintenance, Repair, Replacement or Alteration (MRRA) project. (E) When reporting for Short Term Motor Vehicle you must report Business Code 214 and 114 for this City.

  • Tax Liability means the total taxes due to a municipal corporation for the taxable year, after allowing any credit to which the taxpayer is entitled, and after applying any estimated tax payment, withholding payment, or credit from another taxable year.

  • State premium tax liability means any liability

  • Tax Liabilities means all liabilities for Taxes.

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

  • Local taxes means all taxes levied other than taxes levied for school operating purposes.

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

  • 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.

  • Combined Tax Return means a Tax Return filed in respect of U.S. federal, state, local or non-U.S. income Taxes for a Combined Group, or any other affiliated, consolidated, combined, unitary, fiscal unity or other group basis (including as permitted by Section 1501 of the Code) Tax Return of a Combined Group.

  • Income Taxes means any Tax which is based upon, measured by, or calculated with respect to (i) net income or profits (including, but not limited to, any capital gains, gross receipts, value added or minimum Tax) or (ii) multiple bases (including, but not limited to, corporate franchise, doing business or occupation Taxes) if one or more of the bases upon which such Tax may be based, by which it may be measured, or with respect to which it may be calculated is described in clause (i) of this sentence.

  • council tax benefit means council tax benefit under Part 7 of the SSCBA; “couple” has the meaning given by paragraph 4;

  • Tax Payments has the meaning set forth in the definition of Permitted Payments to Parent.

  • Total After-Tax Payments means the total of all “parachute payments” (as that term is defined in Section 280G(b)(2) of the Code) made to or for the benefit of the Executive (whether made hereunder or otherwise), after reduction for all applicable federal taxes (including, without limitation, the tax described in Section 4999 of the Code).

  • Income Tax Returns means all Tax Returns relating to Income Taxes.

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

  • Post-Distribution Tax Period means a Tax year beginning and ending after the Distribution Date.

  • Payroll Taxes means State Unemployment Insurance (SUI), Federal Unemployment Insurance (FUI), and payments pursuant to the Federal Insurance Contributions Act (FICA).

  • Agreement combined tax rate means the sum of the tax rates:

  • Distribution Taxes means any Taxes incurred solely as a result of the failure of the Intended Tax Treatment of the Restructuring, the Contribution or the Distribution.

  • Straddle Tax Period means a Tax period that begins on or before the Closing Date and ends thereafter.

  • Transaction Tax Deductions means, to the extent Tax deductible for Income Tax purposes, all compensation attributable to payments by a Company or Company Subsidiary on or prior to the Closing Date, including employee transaction-related bonuses, change of control payments, and severance payments, resulting from or related to the consummation of the Contemplated Transactions that are charged to Sellers as part of the Transaction Expenses.

  • Special Taxes means any and all present or future taxes, levies, imposts, deductions, charges or withholdings, or any liabilities with respect thereto, including those arising after the date hereof as result of the adoption of or any change in law, treaty, rule, regulation, guideline or determination of a Governmental Authority or any change in the interpretation or application thereof by a Governmental Authority but excluding, in the case of Lender, such taxes (including income taxes, franchise taxes and branch profit taxes) as are imposed on or measured by Lender’s net income by the United States of America or any Governmental Authority of the jurisdiction under the laws under which Lender is organized or maintains a lending office.