Buyer Prepared Tax Return definition

Buyer Prepared Tax Return shall have the meaning set forth in Section 13.1(a).
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Buyer Prepared Tax Return has the meaning set forth in Section 7.01.
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Buyer Prepared Tax Return has the meaning set forth in Section 4.14(b)(ii).
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Examples of Buyer Prepared Tax Return in a sentence

  • If the Sellers objects to any item of any such Buyer Prepared Tax Return, the Sellers shall, within ten(10) days after delivery of such Buyer Prepared Tax Return notify Boxlight Group in writing of such objection, specifying with particularity any such item and stating the specific factual or legal basis for any objection.

  • At least thirty (30) days prior to the date (including extensions) on which any such Buyer Prepared Tax Return is due, Boxlight Group shall submit such Tax Return (together with, to the extent reasonably requested by the Sellers, supporting documentation) to the Sellers for its review and comment.

  • Buyer shall provide a copy of each such Buyer Prepared Tax Return, together with all supporting documentation and workpapers, to Seller for the Seller's review and reasonable comment at least 30 days prior to the due date (taking into account all valid extensions) for filing such Buyer Prepared Tax Return.

  • The Commission agrees with the last sentence of the referenced abstract (attached to Ms. Deckard’s letter) that reads: “Policies and practices for providing substitutions for PE should be carefully examined.” LEAs should consider all facts, with the active involvement of parents, administrators, teachers, and pupils, prior to exercising the permissive authority granted in Education Code section 51225.3(b) to grant high school graduation credit in Physical Education to ROTC or BMD courses.

  • Buyer shall deliver to the Stockholders’ Committee draft copies of each such material Buyer- Prepared Tax Return no later than thirty (30) days prior to the date for filing such Buyer-Prepared Tax Return, including applicable extensions.

  • To the extent that a Buyer Prepared Tax Return relates to a Pre-Closing Tax Period or Straddle Period, such Tax Return shall be prepared and filed in a manner consistent with past practice of the Company, unless otherwise required by applicable Law.

  • Subject to the indemnification obligations of Seller pursuant to Section 7.02(c) , Buyer shall be responsible for timely paying, or causing a Company Group Entity to timely pay, all Taxes reflected on a Buyer Prepared Tax Return required to be paid by a Company Group Entity to the applicable Governmental Authority.

  • If there is a disagreement as to whether revisions requested by the Sellers’ Representative should be included in any such Buyer Prepared Tax Return, any such item of disagreement shall be submitted to the Independent Accountant for resolution in accordance with the procedures set forth in Section 2.04(b) (the expenses of which shall be shared in a manner consistent with that set forth in Section 2.04(b)).

  • Subject to the indemnification obligations of Seller pursuant to S ection 7.02(c), Buyer shall be responsible for timely paying, or causing a Company Group Entity to timely pay, all Taxes reflected on a Buyer Prepared Tax Return required to be paid by a Company Group Entity to the applicable Governmental Authority.

  • Subject to the indemnification obligations of the Seller pursuant to Section 8.2 (e) , the Buyer shall be responsible for timely paying, or causing the applicable Acquired Entity to timely pay, all Taxes reflected on a Buyer Prepared Tax Return required to be paid by the applicable Acquired Entity to the applicable Governmental Authority.


More Definitions of Buyer Prepared Tax Return

Buyer Prepared Tax Return has the meaning set forth in Section 2.3(b). “Cash and Cash Equivalents ” means, without double counting, the aggregate amount of all cash and cash equivalents of the Acquired Companies as of the Closing Date. “Claim ” has the meaning set forth in Section 7.3(a). “Closing ” has the meaning set forth in Section 2.1. “Closing Date ” has the meaning set forth in Section 2.1. “Code ” means the United States Internal Revenue Code of 1986, as amended. “Company Loan Documents ” means the loan agreements, credit and financing agreements, indentures, guarantees, subordination agreements, Company Loan Notes, note purchase agreements, mortgages, deeds of trust, security agreements (including pledge and control agreements), financing statements, intercreditor agreements, mortgage, sale and servicing agreements, acquisition agreements, intercreditor agreements and other instruments, insurance policies, assumption or substitution agreements, side letters and documents affecting the Acquired Companies’ ownership, economic or other rights with respect to the Company Loans or in which an Acquired Company has an interest, in connection with the Company Loans, in each case, together with all amendments and modifications thereto and any reports or documents 30
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Buyer Prepared Tax Return has the meaning Section 5.10(a)(ii) specifies.
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Related to Buyer Prepared Tax Return

  • Tax return preparer means any individual described in Section 7701(a)(36) of the Internal Revenue Code and 26 C.F.R. 301.7701-15 .

  • 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.

  • Tax Return means any return, declaration, report, claim for refund, or information return or statement relating to Taxes, including any schedule or attachment thereto, and including any amendment thereof.

  • 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.

  • Income Tax Returns mean all Tax Returns that relate to Income Taxes.

  • Tax roll means a permanent record of the taxes charged on property, as extended

  • Income Tax Return means any return, declaration, report, claim for refund, or information return or statement relating to Income Taxes, including any schedule or attachment thereto, and including any amendment thereof.

  • Tax Returns The federal income tax return on Internal Revenue Service Form 1066, U.S. Real Estate Mortgage Investment Conduit Income Tax Return, including Schedule Q thereto, Quarterly Notice to Residual Interest Holders of the REMIC Taxable Income or Net Loss Allocation, or any successor forms, to be filed by the Trustee on behalf of each REMIC, together with any and all other information reports or returns that may be required to be furnished to the Certificateholders or filed with the Internal Revenue Service or any other governmental taxing authority under any applicable provisions of federal, state or local tax laws.

  • Tax Package has the meaning assigned in Section 6.01(b);

  • Seller Taxes has the meaning set forth in Section 11.1(f).

  • Consolidated Tax Expense means, for any period, the tax expense of Holdings and its Subsidiaries, for such period, determined on a consolidated basis in accordance with GAAP.

  • Tax Authority means, with respect to any Tax, the governmental entity or political subdivision, agency, commission or authority thereof that imposes such Tax, and the agency, commission or authority (if any) charged with the assessment, determination or collection of such Tax for such entity or subdivision.

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

  • Assumed Tax Rate means the highest effective marginal combined U.S. federal, state and local income tax rate for a Fiscal Year prescribed for an individual or corporate resident in New York, New York (taking into account (a) the nondeductiblity of expenses subject to the limitation described in Section 67(a) of the Code and (b) the character (e.g., long-term or short-term capital gain or ordinary or exempt income) of the applicable income, but not taking into account the deductibility of state and local income taxes for U.S. federal income tax purposes). For the avoidance of doubt, the Assumed Tax Rate will be the same for all Partners.

  • 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).

  • Straddle Tax Period means any taxable period beginning on or before and ending after the Closing Date.

  • Consolidated federal income tax return means a consolidated return filed for federal income tax purposes pursuant to section 1501 of the Internal Revenue Code.

  • Consolidated Taxes means, with respect to any Person for any period, the provision for taxes based on income, profits or capital, including, without limitation, state, franchise, property and similar taxes, foreign withholding taxes (including penalties and interest related to such taxes or arising from tax examinations) and any Tax Distributions taken into account in calculating Consolidated Net Income.

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

  • Presumed Tax Rate means the highest effective marginal statutory combined U.S. federal, state and local income tax rate prescribed for an individual residing in New York City (taking into account (i) the deductibility of state and local income taxes for U.S. federal income tax purposes, assuming the limitation of Section 68(a)(2) of the Code applies and taking into account any impact of Section 68(f) of the Code, and (ii) the character (long-term or short-term capital gain, dividend income or other ordinary income) of the applicable income).

  • Taxing Authority means any domestic, federal, national, state, county or municipal or other local government, any subdivision, agency, commission or authority thereof, or any quasi-governmental body exercising any taxing authority or any other authority exercising Tax regulatory authority.

  • Estimated taxes means the amount that the taxpayer reasonably estimates to be the taxpayer's tax liability for a municipal corporation's income tax for the current taxable year.

  • Other Tax means any Federal Other Tax, State Other Tax, or Foreign Other Tax.

  • Pre-Closing Tax Returns has the meaning specified in Section 8.04(a).

  • Tax Law means the law of any governmental entity or political subdivision thereof relating to any Tax.

  • Tax Information means information and/or properly completed and signed tax certifications sufficient to eliminate the imposition of or to determine the amount of any withholding of tax, including FATCA Withholding Tax.