Agreed Tax Treatment has the meaning set forth in Section 8.01(e).
Agreed Tax Treatment has the meaning set forth in Section 5.1.
Agreed Tax Treatment has the meaning set forth in Section 6.2 of this Agreement.
Examples of Agreed Tax Treatment in a sentence
Each party hereto shall file all Tax Returns consistently with the Agreed Tax Treatment and the Allocation and shall not take any position inconsistent therewith, unless an IRS audit concludes otherwise and the time permitted to challenge the outcome of such audit has lapsed.
Each party hereto shall file all Tax Returns consistently with the Agreed Tax Treatment and the Allocation and shall not take any position inconsistent therewith.
Each Party hereto shall file all Tax Returns consistently with the Agreed Tax Treatment and shall not take any position inconsistent therewith.
More Definitions of Agreed Tax Treatment
Agreed Tax Treatment. For federal, state and local income tax purposes, AAC and the Secured Notes Issuer, and by accepting the Secured Notes, the Secured Noteholders, will agree to treat the Secured Notes and the Ambac Note as indebtedness of Ambac.
Agreed Tax Treatment means the taxable transfer of all of Bank’s assets and liabilities to Purchaser, followed by Bank’s liquidation into Seller as the sole member of Intermediate Holdco and the regarded owner of Bank for U.S. federal income tax purposes.
Agreed Tax Treatment has the meaning set forth in Section 10.02(a).
Agreed Tax Treatment is defined in Section 7.5(a)(i).
Agreed Tax Treatment as defined in Section 6.02(b) of the Truist Purchase Agreement (hereinafter referred to as the “Truist Agreement Agreed Tax Treatment”). The Company Stockholder or Parent, as applicable, shall deliver a draft copy of each Closing and Reorganization Transactions Tax Return to Parent or the Company Stockholder, as applicable, no later than 30 days prior to its due date (taking into account extensions) for the other’s review and comment. If Parent or the Company Stockholder, as applicable, disagrees with any item contained in any such Tax Return and notifies Company Stockholder or Parent, as applicable, of such disagreement in writing (setting forth in reasonable detail the particulars of such disagreement) within 20 days after such Tax Return was delivered to Parent or the Company Stockholder, as applicable, Parent and the Company Stockholder shall, for a period of 10 days (or such longer period as they may mutually agree in writing), in good faith, try to resolve the disagreement. If Parent or the Company Stockholder, as applicable, does not timely deliver written notice of disagreement pursuant to the preceding sentence, such Tax Return shall be considered final, as prepared by the Company Stockholder or Parent, as applicable. If, during the aforesaid 10 day period (or such longer period as they may mutually agree in writing), Parent and Company Stockholder have reached written agreement with respect to all disputed items related to any such Tax Return, such Tax Return shall be filed as Parent and Company Stockholder have agreed. If, at the end of the aforesaid 10 day period (or such longer periods as they may mutually agree in writing), Parent and Company Stockholder shall have failed to reach written agreement with respect to matters described in the aforesaid notice of disagreement, the disagreement with respect to such matters shall be resolved by the Independent Firm according to the provisions of Section 3.5(b) and Section 3.5(c) applied mutatis mutandis; provided that, in each such case, the Independent Firm shall resolve any disagreement referred to it in a manner consistent with the Agreed Tax Treatments, the Final FMV Determinations (as defined in the Truist Purchase Agreement), the purchase price allocations reflected on Schedule 2.01 of the Truist Purchase Agreement, the Truist Agreement Agreed Tax Treatment and, to the extent any Independent Accounting Firm (as defined in the Truist Purchase Agreement) has resolved a dispute pursuant to Sectio...
Agreed Tax Treatment has the meaning set forth in Section 1.15.
Agreed Tax Treatment has the meaning set forth in Section 6.12(c) (Straddle Period).