Houston Taxes definition

Houston Taxes means, without duplication, (a) any Houston Consolidated Taxes, (b) any Taxes imposed (i) on gain recognized under Treasury Regulations Section 1.1502-19(b) in connection with an excess loss account with respect to the stock of Seattle or any member of the Seattle Group at the time of the Distribution, (ii) on net deferred gains taken into account under Treasury Regulations Section 1.1502-13(d) with respect to deferred intercompany transactions between a Seattle Group member and a Houston Group member and (iii) under similar or corresponding provisions of state, local or non-U.S. Law, (c) any Taxes imposed on Seattle or any member of the Seattle Group (i) as a result of Seattle or any such member of the Seattle Group being or having been included as part of or owned by, or ceasing to be part of or owned by, any affiliated, consolidated, combined, unitary or similar Tax group with one or more members of the Houston Group on or prior to the Distribution Date (including under Treasury Regulations Section 1.1502-6 or any similar provision of state, local, or non-U.S. Law) or (ii) pursuant to any tax sharing, tax allocation or other similar agreement (excluding commercial agreements entered into the ordinary course of business) entered into by Seattle or any such member of the Seattle Group prior to the Distribution, (d) any Taxes of Houston or Seattle or any Subsidiary or former Subsidiary of Houston or Seattle or other member of the Houston Group or Seattle Group, in each case, for any Pre-Distribution Period (in the case of a Straddle Period, determined in accordance with Section 2.02(b)), (e) any Taxes attributable to a Houston Tainting Act, (f) any Taxes with respect to the Separation Transactions, (g) any Transaction Taxes, and (h) any Transfer Taxes, in the case of each of clauses (a) through (f), other than Seattle Taxes.
Houston Taxes means, without duplication, (a) any Houston Consolidated Taxes, (b) any Taxes imposed (i) on gain recognized under Treasury Regulations Section 1.1502-19(b) in connection with an excess loss account with respect to the stock of Xxxxxxx or any member of the Xxxxxxx Group (excluding Chicago and its Affiliates) at the time of the Distribution, (ii) on net deferred gains taken into account under Treasury Regulations Section 1.1502-13(d) with respect to deferred intercompany transactions between an Xxxxxxx Group member and a Houston Group member and (iii) under similar or corresponding provisions of State, local or non-U.S. Law, (c) any Taxes imposed on Xxxxxxx or any member of the Xxxxxxx Group (excluding Chicago and its Affiliates) under Treasury Regulations Section 1.1502-6 (or any similar provision of other Law) as a result of Everett or any such member being or having been included as part of a Houston Consolidated Return, any other consolidated U.S. federal Income Tax Return, or any other consolidated, combined, unitary or similar Tax Return under any other provision of Law, (d) any Taxes not described in clause (a), (b) or (c) (including any Taxes resulting from an Adjustment) of Houston or Xxxxxxx or any Subsidiary or former Subsidiary of Houston or Xxxxxxx (excluding Chicago and its Affiliates) or other member of the Houston Group or Xxxxxxx Group (excluding Chicago and its Affiliates) for any Pre-Distribution Period and, with respect to a Straddle Period, the portion of such period ending at the end of the day on the Distribution Date (determined in accordance with Section 2.03(b)), (e) any Taxes attributable to a Houston Tainting Act, (f) any Taxes attributable to the Separation Transactions, (g) any Transaction Taxes, (h) any Transfer Taxes, and (i) any Taxes set forth on Schedule 3, in each case other than Xxxxxxx Taxes.

Examples of Houston Taxes in a sentence

  • Houston shall be liable for, and shall indemnify and hold harmless the Seattle Group from and against (x) any liability for Houston Taxes and (y) any Distribution Tax-Related Losses for which Houston is responsible pursuant to Section 7.02.

  • Houston shall be liable for, and shall indemnify and hold harmless the Xxxxxxx Group from and against any liability for Houston Taxes.

  • Born in Houston, Taxes, he was a son of a Confederate captain and pioneer statesman.

  • For instance in a case that happen in Houston, Taxes where a defendant intentionally send phishing emails to AOL and Paypal by spoofing websites and gain consumers credit card numbers was convicted with the legislation under Access Device Fraud 18 U.S.C 1029 (a)(3).

  • It is our understanding that your time in Sao Paulo may be either on unaccompanied status with your family remaining in Houston, Taxes or on accompanied status as part of a normal expatriation program.

  • For instance, the green business bureau of Houston, Taxes has a green certification program for small to medium size business in the lodging industry.

Related to Houston Taxes

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

  • Canadian Taxes has the meaning specified in Section 11.05.

  • Other Connection Taxes means, with respect to any Recipient, Taxes imposed as a result of a present or former connection between such Recipient and the jurisdiction imposing such Tax (other than connections arising from such Recipient having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Loan Document, or sold or assigned an interest in any Loan or Loan Document).

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

  • Distribution Taxes means any Taxes incurred solely as a result of the failure of the Intended Tax Treatment of the Restructuring, the Contribution or the Distribution.

  • 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.

  • U.S. Taxes means any present or future tax, assessment or other charge or levy imposed by or on behalf of the United States of America or any taxing authority thereof or therein.

  • Local taxes means all taxes levied other than taxes levied for school operating purposes.

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

  • non-taxable supply means a supply of goods or services or both which is not leviable to tax under this Act or under the Integrated Goods and Services Tax Act;

  • 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.

  • 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.

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

  • non-taxable territory means the territory which is outside the taxable territory;

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

  • Tax or Taxes means any federal, state, provincial, local, foreign or other tax (including any income tax, franchise tax, capital gains tax, gross receipts tax, value-added tax, surtax, estimated tax, excise tax, ad valorem tax, transfer tax, stamp tax, sales tax, use tax, property tax, withholding tax or payroll tax), and any related fine, penalty or interest, imposed, assessed or collected by or under the authority of any governmental body, whether disputed or not.

  • Taxes means all present or future taxes, levies, imposts, duties, deductions, withholdings (including backup withholding), assessments, fees or other charges imposed by any Governmental Authority, including any interest, additions to tax or penalties applicable thereto.

  • Sales Taxes has the meaning set forth in Section 3.2.

  • 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.

  • Conveyance Taxes means all sales, use, value added, transfer, stamp, stock transfer, real property transfer or gains and 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).

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

  • Special Taxes means any and all present or future taxes, levies, imposts, deductions, charges or withholdings, or any liabilities with respect thereto, including those arising after the date hereof as result of the adoption of or any change in law, treaty, rule, regulation, guideline or determination of a Governmental Authority or any change in the interpretation or application thereof by a Governmental Authority but excluding, in the case of Lender, such taxes (including income taxes, franchise taxes and branch profit taxes) as are imposed on or measured by Lender’s net income by the United States of America or any Governmental Authority of the jurisdiction under the laws under which Lender is organized or maintains a lending office.

  • 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.