Net Income Tax definition
Examples of Net Income Tax in a sentence
All sums payable by or on behalf of any Loan Party hereunder and under the other Credit Documents shall (except to the extent required by Law) be paid free and clear of, and without any deduction or withholding on account of, any Tax (other than an Overall Net Income Tax, an Excluded Tax or a Tax excluded from Section 3.01 by the last sentence of Section 3.01(f) or 3.01(h)) imposed, levied, collected, withheld or assessed by any Governmental Authority (such Taxes being referred to as “Indemnified Taxes”).
The Sellers shall pay to Buyer, within five (5) days following the filing of such Tax Returns by Buyer, an amount equal to the portion of their Taxes with respect to such Tax Returns which relates to any taxable period, or portion thereof, ending on or before the Closing Date, except to the extent such Taxes are accrued as a liability for purposes of calculating either the Closing Working Capital Value or Net Income Tax Liabilities as of the Closing Date.
Each MLA (or as applicable, each Site Lease Agreement thereunder) will be treated as a “true lease” between Tower Operator (as lessor) and the applicable Verizon Collocators (or if any such Verizon Collocator is disregarded as an entity separate from another Verizon Group Member for Net Income Tax purposes, such Verizon Group Member) (each as a lessee), with respect to the Verizon Collocation Space thereunder.
If Seller takes any action with respect to Taxes which would have retroactive effect to any Pre-Closing Tax Period, such action shall be disregarded in the calculation of the Final Purchase Price (including in the calculation of Net Income Tax Liability and Closing Working Capital).
Buyer shall deliver the Closing Date Balance Sheet, together with the calculation of Net Income Tax Liabilities as of the Closing Date included therein and a calculation of the Purchase Price calculated in accordance with Section 2.2, to the Sellers within ninety (90) days after the Closing Date.
Any refund payments made pursuant to Article 4 of this Agreement and any indemnity payments made pursuant to this Section 2.10 and Article 11 of this Agreement shall, to the fullest extent permitted by applicable Law, be treated for all Net Income Tax purposes as adjustments to the Consideration and allocations required by this Section 2.10(j).
Section 10.3(g) of this Agreement sets forth a condition to the Verizon Parties’, the Verizon Lessors’ and the Sale Site Subsidiaries’ obligation to consummate the Initial Closing with respect to certain aspects of the Net Income Tax Rent Allocation and Transaction Treatment.
If any aspect of the Net Income Tax Rent Allocation and Transaction Treatment is disputed by any Taxing Authority, the Party receiving notice of such dispute shall promptly notify the other Parties of such dispute.
During the Term, Tower Operator shall include in income for Net Income Tax purposes all of the Site-related revenue described in Section 3(e) of the MPL.
Subject to each of Section 1.3, Section 2.8 and Article 3 of this Agreement, the Parties agree that the Consideration shall be allocated for Net Income Tax purposes among each of the Tranches of Sites and the Sale Sites in accordance with an appraisal by KPMG LLP of the aggregate value of all of the Tranches of Sites and the Sale Sites, all as determined as of the Initial Closing Date.