Existing Tax Allocation Agreement definition

Existing Tax Allocation Agreement shall have the meaning set forth in the Recitals.
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Existing Tax Allocation Agreement means the Amended and Restated Tax Allocation Agreement, dated as of September 14, 2009, among Sovereign Bancorp, Inc., the Company and certain other persons.
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Existing Tax Allocation Agreement means that certain Consolidated Tax Allocation Agreement dated August 29, 1990, effective as of January 1, 1989, by and among Torchmark and each of the corporations listed on Exhibit A thereto (which includes WRFI and its Subsidiaries).
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Examples of Existing Tax Allocation Agreement in a sentence

  • As of the date hereof, (a) all prior intercompany Tax allocation agreements or arrangements solely between or among Encompass and/or any of its Subsidiaries, on the one hand, and Enhabit and/or any of its Subsidiaries, on the other hand, including the Existing Tax Allocation Agreement, shall be terminated, and (b) amounts due under such agreements or arrangements as of the date hereof shall be settled as promptly as practicable after the date hereof.

  • The parties acknowledge that the obligations of WRFI and its Subsidiaries under the Existing Tax Allocation Agreement will terminate as of the Offering Date, but that pursuant to section 10 of the Existing Tax Allocation Agreement it will remain in effect for each of WRFI and its Subsidiaries with respect to any period during which WRFI or such Subsidiary must be included in the Torchmark Group.

  • Notwithstanding such continuing effect of the Existing Tax Allocation Agreement, the parties agree that to the extent the provisions of this Tax Disaffiliation Agreement and the provisions of the Existing Tax Allocation Agreement differ or conflict, the provisions of this Tax Disaffiliation Agreement shall be controlling, and the Existing Tax Allocation Agreement is hereby amended to such extent.

  • To the extent that a party owes money (the "Payor") to another party (the "Payee") pursuant to this Article II, the Payor shall pay the Payee the amount for which the Payor is required to pay or indemnify the Payee under this Article II on the dates and in the manner specified in the Existing Tax Allocation Agreement.

  • Upon the completion of the Acquisition, the Existing Tax Allocation Agreement will be terminated with respect to TMMC and THSC, and any and all obligations and responsibilities of TMMC, THSC and FHP under the Existing Tax Allocation Agreement for all periods commencing prior to the Closing Date will be terminated.

  • TMMC and THSC have previously been parties to the FHP International Corporation and Subsidiaries Amended and Restated Tax Allocation Agreement (the "Existing Tax Allocation Agreement").

  • Prior to the Closing Date, the parties will settle their accounts with respect to Tax matters under the Existing Tax Allocation Agreement for all periods prior to the Closing Date, and will agree as to their respective Tax Liabilities for any Taxable periods beginning before, and ending after, the Closing Date.


More Definitions of Existing Tax Allocation Agreement

Existing Tax Allocation Agreement means that certain Consolidated Tax Allocation Agreement dated August 29, 1990, effective as of January 1, 1989, by and among Torchmark and each of the corporations listed on Exhibit A thereto (which includes WRFI and its Subsidiaries). 1.8 "Final Determination" shall mean with respect to any issue (1) a decision, judgment, decree or other order by any court of competent jurisdiction, which decision, judgment, decree or other order has become final and not subject to further appeal, (2) a closing agreement entered into under Section 7121 of the Code or any other binding settlement agreement (whether or not with the Internal Revenue Service) entered into in connection with or in contemplation of an administrative or judicial proceeding, or (3) the completion of the highest level of administrative proceedings if a judicial contest is not or is no longer available. 1.9 "Former WRFI Subsidiaries" means Century Capital and any entity that is, or ever has been, a Subsidiary of WRFI, but which is not currently, or will not continue to be as a result of the Intended Transactions, a Subsidiary of WRFI, including but not limited to WRAMCO, UILIC, Torch Royalty, Torch Energy, Associates, and Xxxxxxx. 1.10 "Globe" shall have the meaning set forth on page 1 of this Agreement.
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Related to Existing Tax Allocation Agreement

  • Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.

  • Allocation Agreement or “Agreement” shall mean this NMTC Program Allocation Agreement between the Fund and the Allocatee and Subsidiary Allocatee, as the case may be, including the Organization Specific Terms and Conditions (Schedule 1) and the General Allocation Terms and Conditions (Schedule 2) and any attachments hereto, as such Agreement may, from time to time, be amended in accordance with its terms.

  • Sharing Agreement means a local marketing, joint sales, shared services or similar Contract.

  • Tax Sharing Agreement means any existing agreement binding any Person or any of its Subsidiaries that provides for the allocation, apportionment, sharing or assignment of any Tax liability or benefit, or the transfer or assignment of income, revenues, receipts, or gains for the purpose of determining any Person’s Tax liability, other than agreements entered into in the ordinary course of business that do not have as a principal purpose addressing Tax matters.

  • Tax Sharing Agreements means all existing agreements or arrangements (whether or not written) binding the Company or any of its Subsidiaries that provide for the allocation, apportionment, sharing or assignment of any Tax liability or benefit, or the transfer or assignment of income, revenues, receipts, or gains for the purpose of determining any Person’s Tax liability.

  • Sponsor Letter Agreement has the meaning set forth in the recitals to this Agreement.

  • Tax Matters Agreement means the Tax Matters Agreement to be entered into by and between Parent and SpinCo or any members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Tax Indemnity Agreement means that certain Tax Indemnity Agreement [NW ____ _], dated as of the date hereof, between the Owner Participant and Lessee, as originally executed or as modified, amended or supplemented pursuant to the applicable provisions thereof.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Employee Matters Agreement means the Employee Matters Agreement to be entered into by and between Parent and SpinCo or the members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.

  • Restatement Agreement has the meaning set forth in the introductory statement of this Agreement.

  • Claims Allocation and Handling Agreement means the agreement of that name approved by XXX;

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • Tax Sharing Arrangement means any written or unwritten agreement or arrangement for the allocation or payment of Tax liabilities or payment for Tax benefits with respect to a consolidated, combined or unitary Tax Return which includes the Company.

  • Tax Agreement means the Tax Exemption Certificate and Agreement with respect to the Bonds, dated the date of delivery of the Bonds, among the Company, the Issuer and the Trustee, as from time to time amended and supplemented.

  • Contribution Agreements has the meaning set forth in the Recitals.

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Expense Agreement means the Agreement as to Expenses and Liabilities between the Depositor and the Trust, substantially in the form attached as Exhibit D, as amended from time to time.

  • MCIP Agreement means the Agreement for the Development of a Joint County Industrial and Business Park (2010 Park) dated as of December 1, 2010, as amended, between the County and Xxxxxxxx County, South Carolina, as the same may be further amended or supplemented from time to time, or such other agreement as the County may enter with respect to the Project to offer the benefits of the Special Source Revenue Credits to the Company hereunder.

  • Existing Agreement has the meaning set forth in the recitals.