Adverse Tax Determination definition

Adverse Tax Determination means a determination by the General Partner, on the basis of an Opinion of Outside Counsel, that an Adverse Partnership Tax Consequence has occurred. The General Partner may determine that an Adverse Tax Determination shall be deemed to have been made for purposes of any provision of this Agreement as of a date prior to the actual date of determination, but not earlier than the beginning of the first taxable period to which the Adverse Partnership Tax Consequence relates. However, no such determination shall affect the rights of any Unitholder or Partner to distributions actually received prior to the time such determination was actually made.
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Adverse Tax Determination means the occurrence of any of the following:
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Adverse Tax Determination means a determination, made in good faith, by the Chief Financial Officer of Holdco to the effect that a pledge of more than 65% of the Voting Equity Interests of any foreign subsidiary or guarantee of the Notes by any foreign subsidiary is reasonably expected to result in material adverse federal income tax consequences for the U.S. federal consolidated group consisting solely of Holdco and the Issuer Affiliated Group.
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Examples of Adverse Tax Determination in a sentence

  • Following such an event (an "Adverse Tax Determination"), TDS shall no longer be bound by the second sentence of this section 3.

  • The amount of any Tax Advance shall equal the amount of income tax payable by the Sponsor, minus the aggregate amount of proceeds from the sale of such Sponsor’s or its Affiliate’s Company Shares prior to such Adverse Tax Determination.

  • Following an Adverse Tax Determination , RCC shall pay to TDS an annual Tax Indemnity Payment equal to 0.24% of the face amount of the outstanding Convertible Preferred Stock owned by TDS for each year covered by the Adverse Tax Determination and all future periods during which the Convertible Preferred Stock is outstanding.

  • The Tax Indemnity Payment shall be paid by RCC immediately following the Adverse Tax Determination in the case of prior periods and, in the case of future periods , on or before January 15 of the year following the year for which each Deemed Dividend is deemed to have accrued.

Related to Adverse Tax Determination

  • Adverse Benefit Determination means any of the following:

  • Final Adverse Benefit Determination means an adverse benefit determination that is upheld at the completion of a health plan issuer’s internal appeals process.

  • Claim Determination Period means a calendar year. However, it does not include any part of a year during which a person has no coverage under This Plan, or any part of a year before the date this COB provision or a similar provision takes effect.

  • Final Determination means a determination within the meaning of Section 1313 of the Code or any similar provision of state or local Tax Law.

  • Final Determination Date means the following:

  • Initial determination means the first child custody determination concerning a particular child.

  • Expert Determination has the meaning given to it in Clause 18.3(a) (Expert Determination).

  • Change in Tax Law means the enactment, promulgation, execution or ratification of, or any change in or amendment to, any law (or in the application or official interpretation of any law) that occurs on or after the date on which the relevant Transaction is entered into.

  • Adverse determination shall have the meaning set forth in Section 19.7.

  • Self-Determination means a philosophy and process by which individuals with developmental disabilities are empowered to gain control over the selection of support services that meet their needs. The basic principles of self-determination are:

  • Excise Taxes see Section 5.1.

  • Independent Tax Counsel means a lawyer, a certified public accountant with a nationally recognized accounting firm, or a compensation consultant with a nationally recognized actuarial and benefits consulting firm with expertise in the area of executive compensation tax law, who shall be selected by the Board, and whose fees and disbursements shall be paid by the Company.

  • Excise Tax means any excise tax imposed under section 4999 of the Code.

  • TIA Applicability Determination As defined in Section 12.12.

  • Event Determination Date means either:

  • Final Internal Adverse Benefit Determination means an Adverse Benefit Determination that has been upheld by BCBSTX at the completion of BCBSTX’s internal review/appeal process.

  • Tax Detriment means an increase in the Tax liability (or reduction in refund or credit or item of deduction or expense) of a taxpayer (or of the Affiliated Group of which it is a member) for any taxable period.

  • SOFR Determination Date has the meaning specified in the definition of “Daily Simple SOFR”.

  • 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).

  • 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).

  • Base Tax Year means the property tax levy year used

  • Base Taxes means the Taxes payable for the Base Tax Year.

  • Reviewing Party any appropriate person or body consisting of a member or members of the Company's Board of Directors or any other person or body appointed by the Board who is not a party to the particular Claim for which Indemnitee is seeking indemnification, or Independent Legal Counsel.

  • Index Determination Date means, in relation to any Index, a date on which such Indexfalls to be determined in accordance with the Conditions;

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

  • Change in Tax Classification has the meaning set forth in Section 5.2(h).