Employee Tax Liability definition

Employee Tax Liability has the meaning specified in Section 4.14(a).
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Employee Tax Liability means any income Tax and social security contributions payable by an Affected Employee or former employee of the Company and for which Buyer or the Company is liable to account in connection with an Incentive Award Payment to an Affected Employee or former employee of the Company pursuant to Section 5.3(e).
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Employee Tax Liability has the meaning set forth in Section 5.6(i).
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Examples of Employee Tax Liability in a sentence

  • In such circumstances the Company will arrange payment to the member of the Group (or other relevant person) on which the Employee Tax Liability falls of an amount equal to the Employee Tax Liability out of the proceeds of sale (by way of reimbursement).

  • The Guarantors shall procure that the Employee Tax Liability and Other Transaction Bonus Liability is (where relevant) deducted from such payment of the Success Sharing Plan Milestone, Transaction Bonuses and that the Employee Tax Liability and the Other Transaction Bonus Liabilities are accounted for by the relevant member(s) of the Group to the relevant Tax Authority or other person or entity within the time limits required by law.

  • The Buyer agrees that the Trustee Seller shall have no liability under this Agreement or otherwise for any amount in respect of the Employee Tax Liability not advised to it by the Company.

  • Buyer shall (x) pay, or shall cause the Company to pay, to such Affected Employee or former employee an amount equal to the Incentive Award Payment less the Employee Tax Liability and (y) timely make all required payments of the Employee Tax Liability and Employer Tax Liability to the applicable Taxing Authority.

  • The Trustee Seller agrees and acknowledges that no payment pursuant to such apportionment and/or recommendation shall be made without agreement between the Trustee Seller and the Buyer and/or the relevant Target Group Company of the amount to be deducted from such payment to meet the relevant Employee Tax Liability as advised to it.


More Definitions of Employee Tax Liability

Employee Tax Liability means any income tax and social security contributions payable by a Transferred Employee or former Employee and for which any Transferred Entity, Buyer or a member of Buyer’s Group is liable to account in connection with the exercise of an option or the vesting of an award by or in a Transferred Employee or former Employee and “Employer Tax Liability” means any employer taxes payable by any Transferred Entity, Buyer or a member of Buyer’s Group in connection with the exercise of an option or the vesting of an award by or in a Transferred Employee or former Employee (including, but not limited to, U.S. Federal Insurance Contribution Act taxes and U.K. and German employer’s social security liability). This provision shall also apply where a Transferred Employee is deemed for tax purposes to have exercised an option, provided that Buyer gives Seller notice of such deemed exercise within five days, in which case Seller’s obligations to provide information and to withhold and remit amounts to Buyer as set out above will also apply in the same way to such deemed exercise.
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Employee Tax Liability has the meaning given in clause 6.4; “Employees” means the directors and officers (whether employed or not) and employees of the Target Group Companies; “Employer NICs” has the meaning given in clause 6.4; “Encumbrance” means any debenture, mortgage, charge, pledge, lien, deposit by way of security, restriction, assignment, hypothecation, security interest, or similar agreement, title retention or transfer or other security or preferential agreement or arrangement, but excluding any Permitted Encumbrance; “Engage in” means to carry on or otherwise be directly or indirectly involved as a shareholder, unitholder, director, consultant, adviser, contractor, principal, agent, manager, employee, beneficiary, partner, associate, trustee or financier; “Environment” means humans, animals, plants and all other living organisms including the ecological systems of which they form part and the following media: (a) air (including, without limitation, air within natural or man-made structures, whether above or below ground); (b) water (including, without limitation, territorial, coastal and inland waters, water under or within land and water in drains and sewers); and 5
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Employee Tax Liability means any unpaid liability of a Group Company to account for income tax under PAYE and/or national insurance contributions (employers and employees) which arises in the ordinary course of business of the Company after the Accounts Date and on or before the Completion Date, provided that any unpaid liability of a Group Company to account for income tax under PAYE and/or national insurance contributions (employers and employees) relating to the employment of Xxxxxx Xxxxxxx from 4 January 2010 and 31 March 2010 shall not constitute an Employee Tax Liability for the purposes of this schedule 8;
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Related to Employee Tax Liability

  • Employee Taxes means all taxes, assessments, charges and other amounts whatsoever payable in respect of, and measured by the wages of, the Vendor’s employees (or subcontractors), as required by the Federal Social Security Act and all amendments thereto and/or any other applicable federal, state or local law.

  • 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.

  • 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).

  • Hypothetical Tax Liability means, with respect to any Taxable Year, the Hypothetical Federal Tax Liability for such Taxable Year, plus the Hypothetical Other Tax Liability for such Taxable Year.

  • Tax Liability means the total taxes due to a municipal corporation for the taxable year, after allowing any credit to which the taxpayer is entitled, and after applying any estimated tax payment, withholding payment, or credit from another taxable year.

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

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

  • Tax Liabilities means all liabilities for Taxes.

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

  • council tax benefit means council tax benefit under Part 7 of the SSCBA; “couple” has the meaning given by paragraph 4;

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

  • 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.

  • Pre-Tax Earnings means the Corporation's earnings before income taxes as reported in the Company's Consolidated Income Statement for each fiscal year of the Performance Period, excluding any non-cash charge incurred in accordance with accounting principles generally accepted in the United States of America (GAAP) for any restricted stock or restricted stock unit awards granted during the Performance Period and all options, restricted stock and other equity compensation granted to Directors during the Performance Period.

  • State premium tax liability means any liability

  • 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.

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

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

  • 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.

  • Non-U.S. Tax Person A person other than a U.S. Tax Person.

  • Pre-Tax Contributions means, for any Participant, the aggregate of the Participant's Basic Pre-Tax Contributions and Supplemental Pre-Tax Contributions contributed to the applicable Pre-Tax Contribution Account.

  • 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 .

  • Pre-Distribution Tax Period means any taxable period (or portion thereof) that ends on or before the Distribution Date.

  • Payroll Taxes means State Unemployment Insurance (SUI), Federal Unemployment Insurance (FUI), and payments pursuant to the Federal Insurance Contributions Act (FICA).

  • Employment Taxes means all fees, Taxes, social insurance payments or similar contributions to a fund of a Governmental Authority with respect to wages or other compensation of an employee or other service provider.

  • 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.

  • Effective tax rate means the rate that will produce last year’s total tax levy (adjusted) from this year’s total taxable values (adjusted). “Adjusted” means lost values are not included in the calculation of last year’s taxes and new values are not included in this year’s taxable values.