Buyer Tax Returns definition

Buyer Tax Returns shall have the meaning ascribed to such term in Section 5.5(a).
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Buyer Tax Returns has the meaning set forth in Section 4.13(a).
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Buyer Tax Returns has the meaning assigned to such term in Section 9.5(b)(ii).
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Examples of Buyer Tax Returns in a sentence

  • Buyer will make all payments for Taxes required with respect to the Buyer Tax Returns.

  • So, before we introduce the analytical framework we will use, in section 3 of the paper, and present our actual analysis, in section 4, we will first discuss the critical issues at stake in more detail.

  • Buyer shall provide Seller with summary calculations and results which shall appear in such Tax Returns for Seller’s review and comment at least fifteen (15) days prior to the due date for filing and shall incorporate any reasonable comments thereto made by Seller, but Buyer shall have no obligation, and shall not, provide Buyer Tax Returns for Seller’s review.

  • Buyer Tax Returns shall be prepared in accordance with past practices of the Company and Rock Creek in preparing their Tax Returns, except where such past practice is not consistent with applicable Legal Requirements.

  • This Section 7.2(c) shall be subject to the same dispute resolution procedure as set forth above in Section 7.2(a); provided, however, that Buyer shall have no obligation to, and shall not, provide Seller with copies or drafts of Buyer Tax Returns.

  • Buyer shall provide the Seller Representative with the right to review and comment on any such Buyer Tax Returns no later than twenty (20) days prior to the due date for filing such Tax Return, and, with respect to any Flow-Through Income Tax Return or Tax Return that may impact the Taxes or liabilities of the Sellers or their indirect owners, Buyer shall consider in good faith any changes as are reasonably requested by the Seller Representative with respect to such Tax Returns.

  • Such Buyer Tax Returns shall be prepared on a basis consistent with past practice except to the extent otherwise required by Law.

  • The Assembly is supported by the Gloucestershire Assembly Team (previously named the Partnership and Participation Project) which has been funded by Gloucestershire County Council to specifically support third sector engagement in the LAA by building on existing work and structures.

  • Buyer shall provide a draft of each Buyer Tax Returns (along with supporting workpapers) to the Representative at least thirty (30) days prior to the due date of such Flow-Through Tax Returns (including extensions) for the Representative’s review and comment.

  • No later than twenty (20) days prior to filing, the Buyer will deliver to Sellers Representative such Reviewable Buyer Tax Return for Sellers Representative’s review and comment, and Buyer shall consider in good faith any revisions to such Reviewable Buyer Tax Returns as are reasonably requested by Sellers Representative.


More Definitions of Buyer Tax Returns

Buyer Tax Returns shall have the meaning set forth in Section 7.11(c)(ii).
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Buyer Tax Returns has the meaning set forth in Section 6.01(b)(ii). Securities Purchase Agreement 3 Project Acorn
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Related to Buyer Tax Returns

  • Income Tax Returns means all Tax Returns relating to Income Taxes.

  • Tax Returns means any and all reports, returns, declarations, claims for refund, elections, disclosures, estimates, information reports or returns or statements required to be supplied to a taxing authority in connection with Taxes, including any schedule or attachment thereto or amendment thereof.

  • Pre-Closing Tax Returns has the meaning set forth in Section 4.02(b).

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

  • Income Tax Return means any Tax Return relating to Income Taxes.

  • 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.

  • Pre-Closing Tax Return has the meaning set forth in Section 7.1(a).

  • 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 .

  • 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.

  • 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.

  • Straddle Tax Period means a Tax period that begins on or before the Closing Date and ends thereafter.

  • Transaction Tax Deductions means, to the extent Tax deductible for Income Tax purposes, all compensation attributable to payments by a Company or Company Subsidiary on or prior to the Closing Date, including employee transaction-related bonuses, change of control payments, and severance payments, resulting from or related to the consummation of the Contemplated Transactions that are charged to Sellers as part of the Transaction Expenses.

  • Transfer Taxes has the meaning set forth in Section 6.05.

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

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

  • Transfer Tax means all transfer, documentary, sales, use, stamp, registration, value added and other such Taxes and fees (including any penalties and interest) incurred in connection with the transactions contemplated under this Agreement.

  • Transaction Taxes has the meaning set forth in Section 2.6.

  • Tax Group means any federal, state, local or foreign consolidated, affiliated, combined, unitary or other similar group of which the Acquiror Company is now or was formerly a member.

  • Tax Period means, with respect to any Tax, the period for which the Tax is reported as provided under the Code or other applicable Tax Law.

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

  • Income Taxes means any Tax which is based upon, measured by, or calculated with respect to (i) net income or profits (including, but not limited to, any capital gains, gross receipts, value added or minimum Tax) or (ii) multiple bases (including, but not limited to, corporate franchise, doing business or occupation Taxes) if one or more of the bases upon which such Tax may be based, by which it may be measured, or with respect to which it may be calculated is described in clause (i) of this sentence.

  • After-Tax Basis means, with respect to any payment to be received, the amount of such payment increased so that, after deduction of the amount of all taxes required to be paid by the recipient calculated at the then maximum marginal rates generally applicable to Persons of the same type as the recipients with respect to the receipt by the recipient of such amounts (less any tax savings realized as a result of the payment of the indemnified amount), such increased payment (as so reduced) is equal to the payment otherwise required to be made.

  • Tax Authorities means domestic or foreign tax, revenue, fiscal or monetary authorities.

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

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

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