Excess Tax Liability definition

Excess Tax Liability means the excess, if any, of the cumulative Maximum Tax Liability of a Member for all completed Fiscal Years, or Fiscal Quarters, as the case may be, over the cumulative distributions and Tax Advances previously made, if any, to such Member pursuant to Section 4.2 and Section 4.3(a).
Excess Tax Liability shall have the meaning provided in Section 8.06(vii).
Excess Tax Liability has the meaning set forth in Section 2.2(b)(ii).

Examples of Excess Tax Liability in a sentence

  • In any case, Parent shall, and cause its Subsidiaries that are not Loan Parties to defend, indemnify and hold harmless each Borrower for the full amount of any such Excess Tax Liability.

  • Acquiree Shareholders shall have 30 days following such Notice in which to review the calculation of the Excess Tax Liability and to notify RCM if it disputes the amount thereof ("Dispute Notice").

  • For purposes of this Agreement, the term "value" shall be determined by the average closing price of RCM Common Stock either on The NASDAQ Stock Market or other principal exchange upon which RCM Common Stock is regularly traded, for the 20 trading days immediately preceding the date the Acquiree Shareholders determine the form of payment of the Excess Tax Liability under this subparagraph (c).

  • If the Acquiree Shareholders do not pay the Excess Tax Liability in cash prior to such 45th day, then the number of RCM Shares shall be reduced by cancellation of a sufficient number of Escrow Shares as shall have a value equal to the Excess Tax Liability, in accordance with the Escrow Agreement (as defined in Section 2.4 of this Agreement) and the balance of the Escrow Shares held in Escrow to secure such Excess Tax Liability shall be released from Escrow and returned to the Acquiree Shareholders.

  • Name Backpay Interest Expenses Pecuniary Damages Total Excess Tax Liability Front Pay Total ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ $95,931.00 $4,687.00 $0.00 $0.00 $1,617.00 $97,765.00 $200,000.00 NEUTRAL REFERENCE Should any prospective employer contact the Charged Party seeking a reference for ▇▇▇▇▇, the Charged Party will provide a neutral reference, confirming h dates of employment and positions held.

  • In the event Acquiree Shareholders do not provide the Dispute Notice timely, it shall be assumed that they consent to the calculation of the Excess Tax Liability.

  • Tax Distributions shall be made on or before March 30 of the fiscal year following the fiscal year that the determination of any Excess Tax Liability is made.

  • If there is no Excess Tax Liability, there shall be no adjustment to the RCM Shares.

  • Notwithstanding the foregoing, (A) excess EBITDA with respect to any month, if included in the calculation of the Excess Tax Liability Amount, shall not be included in any future calculation of Excess Tax Liability Amount, (B) excess EBITDA with respect to any month prior to June 2020 shall not be included in the calculation of Excess Tax Liability Amount.

  • Within 30 days after the date the federal tax returns for RCM for the fiscal year ended October 31, 1998 are filed, RCM shall send a notice (the "Notice") to the Acquiree Shareholders providing in reasonable detail its calculation of the Excess Tax Liability.


More Definitions of Excess Tax Liability

Excess Tax Liability is defined in Section 5.02.
Excess Tax Liability means the difference between (x) the actual Tax liability of the HEI Consolidated Group, any similar consolidated or combined Tax group under any other provision of Law, and any member of any of the foregoing, taking into account the Section 336(e) Election with respect to the Distribution for the taxable year (or portion thereof) ending on the Distribution Date, over (y) the hypothetical Tax liability of the HEI Consolidated Group, any similar consolidated or combined Tax group under any other provision of Law, and any member of any of the foregoing, for such taxable year (or portion thereof) ending on the Distribution Date that would have resulted if no such election were made with respect to the Distribution (and the Integrated Mergers occurred on the same date and at the same times) and assuming such hypothetical Tax liability were calculated based on an aggregate tax basis of HEI in its ASB Hawaii stock of $405.8 million.
Excess Tax Liability means the excess, if any, of the cumulative federal and state income tax liability attributable to the income (taking into account the character of the income (i.e., ordinary income or capital gain) allocated to the Members) for the most recently completed
Excess Tax Liability means, for any taxable year of the Partnership, the excess of (i) the product of (x) the sum of the amount of any income, profit or gain allocated to the applicable Partner pursuant to Section 6.09 (other than Section 6.09(d)) for such year, (but minus cumulative net losses previously allocated to such Partner) times (y) the Effective Tax Rate over (ii) the amount of Proceeds distributed or paid to such Partner pursuant to Section 6.02(a) or the corresponding terms of any Parallel Investment for such year.