Combined Income Taxes definition

Combined Income Taxes means (X) any Taxes with respect to any member of the Target Company Group for any taxable period or portion thereof ending on or prior to the Closing Date for which such member has been included or is required to be included (at any time during the periods ending on or before the Closing Date) as a member of an Affiliated Group of which any of the Sellers or any Non-Company Affiliate is or was the common parent for the purpose of paying (or filing a Return with respect to) such Taxes and (Y) any Taxes imposed on, asserted against or incurred by any member of the Target Company Group under Section 1.1502-6 of the Treasury Regulations or similar provisions under state or local law as a result of such member's being a member (at any time on or before the Closing Date) of any Affiliated Group of which any of the Sellers or any Non-Company Affiliate is or was the common parent for the purpose of filing a Return or paying Taxes; PROVIDED, HOWEVER, that Combined Income Taxes shall not include any Section 338 Taxes, (II) "COMBINED INCOME TAX RETURNS" shall mean any Returns relating to any Combined Income Taxes, (III) "SECTION 338 TAXES" shall mean any Taxes arising from or attributable to any election made under Section 338 of the Code (or the comparable provisions of other Tax law) with respect to any member of the Target Company Group in connection with the Purchaser's acquisition of the Shares pursuant to this Agreement or the Local Purchase Agreements, (IV) "STAND-ALONE TAXES" shall mean Taxes other than Section 338 Taxes and Combined Income Taxes, and (V) "PRE 1999 PERIOD" means, with respect to Stand-alone Taxes, a taxable period or portion thereof that ends on or prior to December 31, 1998. If a taxable period begins on or prior to December 31, 1998 and ends after December 31, 1998, then the portion of the taxable period that ends on (and including) December 31, 1998 shall constitute a Pre 1999 Period. For purposes of clause (v) of this Section 4.4.2(c), Taxes attributable to a Pre 1999 Period shall be determined on the basis of an interim closing of the books as of the close of business on December 31, 1998, except that deductions (such as depreciation) allowable on a periodic basis and real and personal property Taxes shall be allocated on
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Combined Income Taxes shall have the meaning set forth in the Section 3.01(b) hereof.
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Combined Income Taxes any Income Taxes with respect to which MGI or any of its Subsidiaries has filed or is required to file a Return with a member of any VK/AC Group on a consolidated, combined, or unitary basis.
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Examples of Combined Income Taxes in a sentence

  • Nothing in this Section 4.7 shall prevent either Company or its Affiliates from filing any Adjustment Request with respect to Income Taxes which are not Consolidated or Combined Income Taxes or with respect to any Taxes other than Income Taxes.

  • Nothing in this Section 4.07 shall prevent any Company or its Affiliates from filing any Adjustment Request with respect to Income Taxes which are not Consolidated or Combined Income Taxes or with respect to any Taxes other than Income Taxes.

  • Nothing in this Section 4.08 shall prevent any Company or its Affiliates from filing any Adjustment Request with respect to Income Taxes which are not Consolidated or Combined Income Taxes or with respect to any Taxes other than Income Taxes.

  • Notwithstanding anything to the contrary in the foregoing, in the case of both Separate Company Taxes and Consolidated or Combined Income Taxes, Packaging Company shall pay to the appropriate State Tax Authority any estimated Taxes with respect to the Tax Period ended December 31, 1999 due after the Distribution Date.

  • Each of the Companies shall be entitled, without the consent of any other Company, to require Industrial Company to file an Adjustment Request to take into account any net operating loss, net capital loss, deduction, credit, or other adjustment attributable to such Company or any member of its Group corresponding to any adjustment resulting from any audit by the Internal Revenue Service or other Tax Authority with respect to Consolidated or Combined Income Taxes for any Pre-Distribution Tax Period.

  • Nothing in this Section 4.07 shall prevent either Company or its Subsidiaries from filing any Adjustment Request with respect to Income Taxes which are not Consolidated or Combined Income Taxes or with respect to any Taxes other than Income Taxes.

  • Requests Related to --------------------------------------------------- Consolidated or Combined Income Taxes.

  • The Company uses quantitative indicators, including exposure indicators, market risk value indicators (VaR, covering various risk factors relating to trading book) interest rate scenario stress testing loss indicators, interest rate sensitivity indicators and accumulative loss indicators (covering various risk factors relating to trading book), to manage the interest rate risk of trading book.

  • Nothing in this Section 4.06 shall prevent any Company or its Affiliates from filing any Adjustment Request with respect to Income Taxes which are not Consolidated or Combined Income Taxes or with respect to any Taxes other than Income Taxes; provided, however, that without the written consent of Systems (which consent shall not be unreasonably withheld) neither GS nor CommScope shall file an amended Tax Return with respect to Taxes for which Systems is liable under this Agreement.

  • Each of the Companies shall be entitled, without the consent of the other Company, to require Refining to file an Adjustment Request to take into account any net operating loss, net capital loss, deduction, credit, or other adjustment attributable to such Company or any member of its Group corresponding to any adjustment resulting from any audit by the Internal Revenue Service or other Tax Authority with respect to Consolidated or Combined Income Taxes for any Pre- Distribution Period.


More Definitions of Combined Income Taxes

Combined Income Taxes means (A) all federal Income Taxes payable with respect to which any member of the Company Group has filed or is required to file (pursuant to Section 4.4(b)(i)) a consolidated federal Income Tax Return with the consolidated group of which the Seller is a member (the "Seller's Consolidated Group"), payable with respect to such member of the Company Group for all taxable periods or portions thereof ending on or prior to the Closing Date, (B) all state and local Income Taxes with respect to which any member of the Company Group has filed or is required to file pursuant to Section 4.4(b)(i) a combined, consolidated or unitary state or local Income Tax Return with either of the Seller or any of the Non- Company Affiliates, payable with respect to such member of the Company Group for all taxable periods or portions thereof ending on or prior to the Closing Date and (C) all Income Taxes resulting from the Section 338(h)(10) Elections.
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Combined Income Taxes means (i) all federal Income Taxes in respect of --------------------- - which any Transferred Subsidiary has filed or is required to file pursuant to Section 9.5(e)(i) a consolidated federal Income Tax Return of which Parent is the common parent, payable with respect to such Transferred Subsidiary for any taxable period (or a portion thereof) ending on or prior to the Closing Date and (ii) all state and local Income Taxes -- in respect of which any Transferred Subsidiary has filed or is required to file pursuant to Section 9.5(e)(i) a combined, consolidated or unitary state or local Income Tax Return with Parent or any Non-Transferred Subsidiary Affiliate, payable with respect to such Transferred Subsidiary for any taxable period (or a portion thereof) ending on or prior to the Closing Date.
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Related to Combined Income Taxes

  • Non-Income Taxes means any Taxes other than Income Taxes.

  • 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.

  • Consolidated Income Taxes means, with respect to any Person for any period, taxes imposed upon such Person or other payments required to be made by such Person by any governmental authority which taxes or other payments are calculated by reference to the income or profits of such Person or such Person and its Restricted Subsidiaries (to the extent such income or profits were included in computing Consolidated Net Income for such period), regardless of whether such taxes or payments are required to be remitted to any governmental authority.

  • Connection Income Taxes means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes.

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

  • Consolidated Income Tax Expense for any period means the provision for taxes of the Issuer and the Restricted Subsidiaries, determined on a consolidated basis in accordance with GAAP.

  • Asset Taxes means all ad valorem, property, excise, severance, production or similar Taxes (including any interest, fine, penalty or addition to Tax imposed by a taxing authority in connection with such Taxes) based upon operation or ownership of the Assets or the production of Hydrocarbons therefrom but excluding, for the avoidance of doubt, (a) income, capital gains, franchise and similar Taxes and (b) Transfer Taxes.

  • Non-Income Tax means any Tax other than an Income Tax.

  • Pre-Tax Income means income, as determined by GAAP, prior to deduction of the Bonus Pool (as hereinafter defined) and income taxes, and if applicable, after the deduction of any bonus pool of a future officer bonus plan adopted by the Company relating to an applicable Award Year and adjustments approved by the Board as described herein.

  • Income Tax Expense means, with respect to the Borrowers, for any period, the aggregate, without duplication, of all Taxes on the income of such Person for such period, whether current or deferred, determined on a Modified Consolidated Basis.

  • Adjusted gross income means that term as defined in section 62 of the internal revenue code of 1986.

  • Foreign taxes means value-added taxes and custom duties assessed by a foreign government on a commodity. It does not include foreign sales taxes.

  • 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.

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

  • Net Taxable Income has the meaning set forth in Section 4.01(b)(i).

  • Indirect Taxes means value added taxes, sales taxes, consumption taxes and other similar taxes.

  • Cash Taxes in respect of any fiscal period means amounts actually paid by the Companies in such fiscal period in respect of income and capital Taxes (whether relating to such fiscal period or any other fiscal period).

  • Post-Distribution Tax Period means a Tax year beginning and ending after the Distribution Date.

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

  • Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.

  • Tax Revenues means the Personal Income Taxes and such other revenues, including Alternative Revenues (but excluding Building Aid), as the Authority may derive directly from the State from taxes imposed by the City or the State and collected by the State.

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

  • Consolidated Cash Taxes means for any period for Consolidated Parties on a consolidated basis, the aggregate of all taxes, as determined in accordance with GAAP, to the extent the same are paid in cash during such period.