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.
Additional Tax Liability shall have the meaning contained in Section 2.3 of this Agreement.
Additional Tax Liability shall have the meaning set forth in Section 6.08(d).

Examples of Additional Tax Liability in a sentence

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

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

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

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

  • 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.

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

  • 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).

  • On the same date or as soon thereafter as Santorufo shall have execute▇ ▇▇▇ ▇▇▇ivered a Promissory Note to the Company in the form of Exhibit F in a principal amount equal to 50% of the Additional Tax Liability or such lesser amount as may be requested by Santorufo (an "Additional Pr▇▇▇▇▇▇▇▇ Note"), the Company shall also make a loan to Santorufo in such amount.

  • VIALOG agrees to reimburse the Company's stockholders to the extent that the Final Additional Tax Liability exceeds the Estimated Additional Tax Liability, and each of the stockholders agrees to reimburse VIALOG to the extent that the Estimated Additional Tax Liability exceeds the Final Additional Tax Liability, such reimbursement to be made in each case within thirty (30) days after the Final Additional Tax Liability is finally determined.


More Definitions of Additional Tax Liability

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.
Additional Tax Liability has the meaning set forth in Section 1.9(d).

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.