Material Taxes definition

Material Taxes means any obligation in the form of a tax or assessment by a governmental entity in an amount greater than $500.00. To the Shareholder’s Knowledge, EBI is not presently under, nor has EBI received notice of, any contemplated investigation or audit by the Internal Revenue Service or any foreign or state taxing authority concerning any fiscal year or period ended prior to the date hereof. There are no liens for Taxes (other than Taxes not yet due and payable) upon any of the assets of EBI, including without limitation, income Taxes, social security Taxes, unemployment Taxes and other similar withholding Taxes. EBI is not a party to any tax-sharing agreements or similar contracts or arrangements.
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Material Taxes means taxes in excess of US$25,000 unless such amount is being bone fide disputed and a reserve is being held in regard to that amount.
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Material Taxes means an aggregate amount of all Taxes owing by the Company in excess of Fifty Thousand Dollars ($50,000).
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Examples of Material Taxes in a sentence

  • It has made adequate provision for Material Taxes payable by it for the current period and any previous period for which tax returns are not yet required to be filed.

  • There is no ongoing or pending suit with respect to any Material Taxes of the Borrower and the Subsidiaries.

  • EBI has paid all Material Taxes that have become or are due with respect to any period ended on or prior to the date hereof, and has established an adequate reserve on its balance sheet for those Taxes not yet due and payable.

  • It has paid all Material Taxes due and payable by it, unless they are being contested diligently, in good faith and by appropriate proceedings, it has made adequate provisions or reserves for payment of the contested amount and it has provided evidence of the provisions or reserves for the contested amount that the Agent requires.

  • The Borrower has made adequate reserves on its books and records in accordance with GAAP for all Material Taxes that have accrued but which are not yet due and payable.

  • Except (i) acts, events or omissions that are ordinary business activities, (ii) to the extent relating to income a FAHC Entity receives after the Closing, or (iii) as set forth in Section 4.8(b) of the FAHC Disclosure Memorandum, no acts, events or omissions have occurred on or before the Closing Date that would result in Material Taxes for which any FAHC Entity is or may become liable that will apply in a period or a portion thereof beginning on or after the Closing Date.

  • Except (i) acts, events or omissions that are ordinary business activities, (ii) to the extent relating to income an AFI Entity receives after the Closing, or (iii) as set forth in Section 4.8(b) of the AFI Disclosure Memorandum, no acts, events or omissions have occurred on or before the Closing Date that would result in Material Taxes for which any AFI Entity is or may become liable that will apply in a period or a portion thereof beginning on or after the Closing Date.

  • Borrowing Base Calculation 144155 Section IV CONDITIONS PRECEDENT 144155 Section 4.1. Conditions to Closing Date 144155 Section 4.2. Conditions to Each Post-Closing Extension of Credit 148159 Section V AFFIRMATIVE COVENANTS 149160 Section 5.1. Financial Statements 149160 Section 5.2. Certificates; Other Information 151162 Section 5.3. Payment of Material Taxes 153164 Section 5.4. Conduct of Business and Maintenance of Existence, Compliance with Laws, Etc.

  • The EST will also assess typical non- permitted overland freight costs and determine if typical percentages of material costs are adequate or if subcontractor pricing is needed.o Material Taxes / Import Duties – For all CONUS sourced materials, the EST and PRO will define the appropriate sales tax rates that need to be applied to all material costs.

  • All Material Taxes and other Material Liabilities due with respect to completed and settled examinations or concluded Litigation have been paid.


More Definitions of Material Taxes

Material Taxes means an amount of Taxes in excess of $100,000 that has not been paid or otherwise provided for in the Alexco Financial Statements or the Hecla Financial Statements, as applicable.
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Material Taxes means any particular Taxes which are material in amount when considered individually and those Taxes which are not material in amount when considered individually but which, when considered in the aggregate, are material in amount.
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Material Taxes means an amount of Taxes in excess of US$5,000,000 that has not been paid or otherwise provided for in the Great Bear Financial Statements or the Kinross Financial Statements, as applicable.
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Material Taxes means any Tax if the liability of the Company or any of its Subsidiaries therefore under applicable Law, exceeded or exceeds (a) $250,000 or (b) solely in the case of Section 5.1(n), $500,000.
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Material Taxes means any Taxes the liability for which when aggregated with the liabilities for all other Taxes equals or exceeds $50,000.
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Related to Material Taxes

  • 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).

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

  • 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.

  • 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.

  • 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.

  • Additional Taxes means taxes, duties or other governmental charges imposed on the Trust as a result of a Tax Event (which, for the sake of clarity, does not include amounts required to be deducted or withheld by the Trust from payments made by the Trust to or for the benefit of the Holder of, or any Person that acquires a beneficial interest in, the Securities).

  • 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.

  • Tax Delinquency means an unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability.

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

  • 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.

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

  • 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.

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

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

  • Total After-Tax Payments means the total of all “parachute payments” (as that term is defined in Section 280G(b)(2) of the Code) made to or for the benefit of the Executive (whether made hereunder or otherwise), after reduction for all applicable federal taxes (including, without limitation, the tax described in Section 4999 of the Code).

  • Base Taxes means the Taxes payable for the Base Tax Year.

  • criminal tax matters means tax matters involving intentional conduct whether before or after the entry into force of this Agreement which is liable to prosecution under the criminal laws of the requesting Party;

  • 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.

  • 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).

  • Consolidated Taxes means, with respect to any Person for any period, the provision for taxes based on income, profits or capital, including, without limitation, state, franchise, property and similar taxes, foreign withholding taxes (including penalties and interest related to such taxes or arising from tax examinations) and any Tax Distributions taken into account in calculating Consolidated Net Income.

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

  • 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.

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

  • Tax Payments has the meaning set forth in the definition of Permitted Payments to Parent.