Option Deductions definition

Option Deductions means any U.S. federal or state Tax deductions or losses of the Company attributable to the portion of the Company Option-Based Merger Consideration paid or accrued as of the Closing Date.
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Option Deductions means any deductions (including net operating losses resulting from such deductions) attributable to any Option Event.
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Option Deductions has the meaning set forth in Section 7.10 hereof.
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Examples of Option Deductions in a sentence

  • The Realized Tax Benefit for each Taxable Year is intended to measure the decrease in the actual liability for Taxes of the Corporate Taxpayer for such Taxable Year attributable to the Option Deductions, determined using a “with and without” methodology.

  • Carryovers or carrybacks of any Option Deductions shall be considered to be subject to the rules of the Code and the Treasury Regulations or the appropriate provisions of U.S. state and local income and franchise tax law, as applicable, governing the use, limitation and expiration of carryovers or carrybacks of the relevant type.

  • If a carryover or carryback of any Tax item includes a portion that is attributable to any Option Deductions and another portion that is not, such portions shall be considered to be used in accordance with the “with and without” methodology.

  • The section entitled "Funding Option Deductions" on the Contract/Certificate Specifications is deleted and replaced with the following: FUNDING OPTION DEDUCTIONS The annual mortality and expense risk deduction is 1.25% for all Funding Options listed on the Contract/Certificate Specifications and is deducted on a pro rata basis from all Underlying Funds in a Certificate.

  • The Stub NOL is treated as attributable to the S2S Option Deductions to the extent the taxable loss of the Company in the Stub Period is more than the Taxable loss that the Company would have had in the Stub Period if the S2S Option Deductions had not been claimed.

Related to Option Deductions

  • Transaction Deductions means the sum of all items of loss or deduction for U.S. federal income tax purposes resulting from or attributable to (a) the payment of legal, financial advisory, accounting and other fees and expenses of the Group Companies (but not of Buyer) in connection with the transactions contemplated hereby, including the Seller Transaction Expenses and (b) any other payment contemplated by this Agreement that is in the nature of compensation for U.S. federal income tax purposes.

  • Agreed Deductions means any deductions the Agency Worker has agreed can be made from their pay;

  • Tax Deduction means a deduction or withholding for or on account of Tax from a payment under a Finance Document.

  • Over-Allotment Option means the option of the Underwriters to purchase up to an additional 15 per cent of the firm units (as described in the Articles) issued in the IPO at a price equal to US$10 per unit, less underwriting discounts and commissions.

  • Allowable Deductions means the following costs, charges, and expenses incurred or accrued by Payor:

  • Elective Deferral means the portion of Compensation which is deferred by a Participant under Section 4.1.

  • Grant Amount or “Grant” means the total amount of financial assistance disbursed under this Agreement, which consists of the City's Amount and the Consultant’s Amount.

  • UK Tax Deduction means a deduction or withholding for, or on account of, Tax imposed by the United Kingdom from a payment under a Loan Document.

  • Elective Deferrals are all Salary Reduction Contributions and that portion of any Cash or Deferred Contribution which the Employer contributes to the Trust at the election of an Eligible Employee. Any portion of a Cash or Deferred Contribution contributed to the Trust because of the Employee's failure to make a cash election is an elective deferral. However, any portion of a Cash or Deferred Contribution over which the Employee does not have a cash election is not an elective deferral. Elective deferrals do not include amounts which have become currently available to the Employee prior to the election nor amounts designated as nondeductible contributions at the time of deferral or contribution.

  • post compulsory deduction salary means the amount of salary available to be packaged after payroll deductions required by legislation or order have been taken into account. Such payroll deductions may include, but are not limited to, taxes, compulsory superannuation payments, HECS payments, child support payments, and judgement debtor/garnishee orders.

  • Elective Deferral Account means the account established hereunder to which Elective Deferrals (including a separate accounting for Catch-Up Contributions) are allocated. Amounts in the Participant's Elective Deferral Account are nonforfeitable when made and are subject to the distribution restrictions of Section 12.2(e). The Elective Deferral Account may consist of the

  • Permitted Deductions means the following deductions to the extent included in the gross invoiced sales price of the Product, or otherwise directly paid or incurred by the Selling Entity with respect to the sale:

  • Payroll deduction means your premium is remitted to Aflac for you by your employer through a payroll deduction process or any other method agreed to by Aflac and the employer.

  • Gross Settlement Fund means the Settlement Amount plus all interest earned thereon.

  • FATCA Deduction means a deduction or withholding from a payment under a Finance Document required by FATCA.

  • Net Share Settlement Amount For any Settlement Date, an amount equal to the product of (i) the number of Warrants exercised or deemed exercised on the relevant Exercise Date, (ii) the Strike Price Differential for the relevant Valuation Date and (iii) the Warrant Entitlement.

  • Excess Elective Deferrals means the amount of Elective Deferrals (as defined below) for a calendar year that the Participant designates to the Plan pursuant to the following procedure. The Participant’s designation: shall be submitted to the Administrator in writing no later than March 1; shall specify the Participant’s Excess Elective Deferrals for the preceding calendar year; and shall be accompanied by the Participant’s written statement that if the Excess Elective Deferrals is not distributed, it will, when added to amounts deferred under other plans or arrangements described in Section 401(k), 408(k) or 403(b) of the Code, exceed the limit imposed on the Participant by Section 402(g) of the Code for the year in which the deferral occurred. Excess Elective Deferrals shall mean those Elective Deferrals that are includible in a Participant's gross income under Section 402(g) of the Code to the extent such Participant's Elective Deferrals for a taxable year exceed the dollar limitation under such Code section.

  • Option Share has the meaning ascribed to it in section "4.7" hereinbelow;

  • Excess Deferrals means, with respect to any taxable year of a Participant, either (a) those elective deferrals within the meaning of Code §§402(g) or 402A that are made during the Participant's taxable year and exceed the dollar limitation under Code §402(g) (including, if applicable, the dollar limitation on Catch-Up Contributions defined in Code §414(v)) for such year; or (b) are made during a calendar year and exceed the dollar limitation under Code §§402(g) and 402A (including, if applicable, the dollar limitation on Catch-Up Contributions defined in Code §414(v)) for the Participant's taxable year beginning in such calendar year, counting only Elective Deferrals made under this Plan and any other plan, contract or arrangement maintained by the Employer.

  • Transaction Tax Deductions means any Tax deductions relating to (i) any pay down or satisfaction of Company Indebtedness or other Indebtedness, (ii) the payment or incurrence of any Transaction Expenses or Transaction Bonus Payments and (iii) any other deductible payments attributable to the Contemplated Transactions economically borne by the Seller. For this purpose, any success-based fees shall be treated as deductible in accordance with Rev. Proc. 2011-29.

  • Gross Settlement Amount means $633,000.00 which is the total amount Defendant agrees to pay under the Settlement except as provided in Paragraph 9 below. The Gross Settlement Amount will be used to pay Individual Class Payments, Individual PAGA Payments, the LWDA PAGA Payment, Class Counsel Fees, Class Counsel Expenses, Class Representative Service Payment and the Administrator’s Expenses.

  • Deductions means any deductions which the Employment Business may be required by law to make and in particular in respect of PAYE pursuant to Sections 44-47 of the Income Tax (Earnings and Pensions) Act 2003 and Class 1 National Insurance Contributions;

  • Tax Benefit Payment is defined in Section 3.1(b) of this Agreement.

  • Matching Period has the meaning specified in Section 5.4(1)(e).

  • Post-Distribution Tax Period means a Tax period beginning and ending after the Distribution Date.

  • Net Settlement Amount means the Gross Settlement Amount, less the following payments in the amounts approved by the Court: Individual PAGA Payments, the LWDA PAGA Payment, Class Representative Service Payment, Class Counsel Fees Payment, Class Counsel Litigation Expenses Payment, and the Administration Expenses Payment. The remainder is to be paid to Participating Class Members as Individual Class Payments.