Affiliated Subsidiary definition

Affiliated Subsidiary means, with respect to any Affiliated Group, any entity that is now (or later becomes) a member of such Affiliated Group and is now (or later becomes) included in any Affiliated Return filed with respect to such Affiliated Group.
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Affiliated Subsidiary or “Affiliated Subsidiaries” and “Zxxxxxx Subsidiary” or “Zxxxxxx Subsidiaries” shall mean those entities in which the Company or the Operating Partnership holds or will hold upon the completion of the Formation Transactions at least a 50% equity interest and which are listed under the headings “Affiliated Subsidiaries” and “Zxxxxxx Subsidiaries,” as applicable, on Schedule III annexed hereto.
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Examples of Affiliated Subsidiary in a sentence

  • For Pre-Distribution Years, each member of each Affiliated Subsidiary Group shall (i) withhold or collect all Other Tax due from it or in respect of its Contributed Business, (ii) file, or cause to be filed, all Returns pertaining to such Other Tax, (iii) pay, cause to be paid or otherwise account for such Other Tax to the relevant taxing authorities, and (iv) retain the right to refunds of such Other Tax.

  • If Cabletron consents to such a carryback or if a member of such Affiliated Subsidiary Group incurs in such a year a net capital loss, unused general business tax credit, unused foreign tax credit or any other item that is carried back to a Pre-Distribution Taxable Year, Cabletron shall pay such member or such Subsidiary Group Parent an amount equal to the Tax refund received by Cabletron as a direct result of the carryback.

  • Each Affiliated Subsidiary Group shall upon ten (10) days' notice reimburse or otherwise account to Cabletron for an amount equal to its Separate Return Tax Liability.

  • For several of our research projects and initiatives, transportation researchers (from the department of Civil Engineering) are working very closely with their counterparts in the department of Computer Science and Engineering.

  • Distribution Years of an Affiliated Subsidiary Group, Cabletron shall file, and shall make all determinations with respect to, all consolidated Federal Income Tax Returns required to be filed by it on behalf of the Cabletron Affiliated Group for such year (collectively, the "Pre-Distribution Group Returns").

  • With respect to Other Income Tax, Cabletron and the Affiliated Subsidiary Groups (as modified to be consistent with the law of the relevant jurisdiction) shall (i) file, or cause to be filed, all Other Income Tax Returns, and (ii) pay, cause to be paid or otherwise account for all Other Income Tax (including adjustments thereof) in accordance with the principles applicable to Federal Income Tax as set forth in Sections 2, 3 and 4, as determined by Cabletron in its sole discretion.

  • All Members of the Cabletron Affiliated Group for a Pre-Distribution Year of such Affiliated Subsidiary Group shall execute and file such consents, elections and other documents as may be necessary or appropriate for the proper filing of the Pre-Distribution Group Returns.

  • The Subsidiary Group Parent of each Affiliated Subsidiary Group shall be responsible for, and control all decisions as to, Federal Income Tax audits of, and proceedings regarding the Separate Returns of the members of its Affiliated Subsidiary Group.

  • If a member of an Affiliated Subsidiary Group incurs a net operating loss in a year which begins after the Distribution Date of the stock of the Subsidiary Group Parent of such Affiliated Subsidiary Group, all members of such Affiliated Subsidiary Group shall elect under section 172(b)(3) of the Code to relinquish the carryback of the net operating loss to any Pre- Distribution Taxable Year unless Cabletron consents in writing to such carryback.

  • Subject to the foregoing, Cabletron shall indemnify and hold the Affiliated Subsidiary Groups harmless against any and all Taxes the Cabletron Group is required to bear under this Agreement, including, without limitation, any liability under section 1.1502-6 of the Treasury Regulations.

Related to Affiliated Subsidiary

  • Subsidiary means a “subsidiary corporation,” whether now or hereafter existing, as defined in Section 424(f) of the Code.

  • Restricted Subsidiary means any Subsidiary of the Company other than an Unrestricted Subsidiary.

  • JV Subsidiary any Subsidiary of a Group Member which is not a Wholly Owned Subsidiary and as to which the business and management thereof is jointly controlled by the holders of the Capital Stock therein pursuant to customary joint venture arrangements.

  • Excluded Subsidiary means (a) each Subsidiary listed on Schedule 1.01C hereto, (b) any Subsidiary that is prohibited by applicable Law or by any contractual obligation existing on the Closing Date (or, if later, the date such Subsidiary first becomes a Subsidiary) from guaranteeing the Obligations or which would require governmental (including regulatory) consent, approval, license or authorization to provide a Guarantee unless such consent, approval, license or authorization has been received, (c) any Subsidiary organized in a jurisdiction other than a Covered Jurisdiction, (d) any Foreign Subsidiary to the extent the provision of a Guarantee by such Subsidiary would expose the officers, directors or shareholders of such Subsidiary to individual liability or would result in corporate benefit, financial assistance or similar issues, in each case as reasonably determined by the Parent Borrower in consultation with the Administrative Agent, (e) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition that, at the time of such Permitted Acquisition, has assumed secured Indebtedness not incurred in contemplation of such Permitted Acquisition and each Restricted Subsidiary that is a Subsidiary thereof that guarantees such Indebtedness to the extent such secured Indebtedness prohibits such Subsidiary from becoming a Guarantor (provided that each such Restricted Subsidiary shall cease to be an Excluded Subsidiary under this clause (e) if such secured Indebtedness is repaid or becomes unsecured, if such Restricted Subsidiary ceases to be an obligor with respect to such secured Indebtedness or such prohibition no longer exists, as applicable), (f) any Immaterial Subsidiary or Unrestricted Subsidiary, (g) captive insurance companies, (h) not-for-profit Subsidiaries, (i) special purpose entities (including any entity used to effect any Permitted Receivables Financing), (j) any non-Wholly-Owned Subsidiary, (k) any other Subsidiary with respect to which, in the reasonable judgment of the Administrative Agent (confirmed in writing by notice to the Parent Borrower), the cost or other consequences (including any adverse tax consequences) of providing a Guarantee shall be excessive in view of the benefits to be obtained by the Lenders therefrom and (l) for so long as it does not have in excess of $15,000,000 of Indebtedness outstanding (other than Indebtedness owed to the Parent Borrower or any of its Restricted Subsidiaries), the Canadian Advertising Fund Subsidiary.

  • Wholly Owned Restricted Subsidiary of any Person means any Wholly Owned Subsidiary of such Person which at the time of determination is a Restricted Subsidiary of such Person.

  • Designated Subsidiaries means the Subsidiaries which have been designated by the Board from time to time in its sole discretion as eligible to participate in the Plan.

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Material Domestic Subsidiary means any Domestic Subsidiary that is a Material Subsidiary.

  • Eligible Subsidiary means each Subsidiary of the Parent set forth on Exhibit A hereto, as the same may be updated from time to time with Laurus’ written consent.