Parent Tax Opinion Representations definition

Parent Tax Opinion Representations means the representations in the Parent Reorganization Tax Opinion Representation Letter and the Parent Split-Off Tax Opinion Representation Letters.
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Parent Tax Opinion Representations means the representations in the Parent Tax Opinion Representation Letter.
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Parent Tax Opinion Representations means the representations set forth in the letter, which shall be executed by Parent on the Closing Date and dated and effective as of the Closing Date, to be made by Parent to each of the firms providing the Tax Opinions as a condition to, and in connection with, the issuance of the Tax Opinions, including representations in form and substance substantially as set forth in Schedule D to this Agreement (amended as necessary to reflect changes in relevant facts occurring after the date of this Agreement and on or before the Closing Date).
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Examples of Parent Tax Opinion Representations in a sentence

  • Xxxxxx Title: President & CEO OMITTED SCHEDULES The following schedules to the Share Exchange Agreement have been omitted pursuant to Regulation S-K Item 601(b)(2): Schedule A: Form of LMC Tax Opinion Representations Schedule B: Fox Sports net Current Assets & Liabilities Descriptions Schedule C: Parent Restructuring Schedule D: Form of Parent Tax Opinion Representations The Registrant agrees to furnish supplementally a copy of any of the foregoing to the Commission upon request.


More Definitions of Parent Tax Opinion Representations

Parent Tax Opinion Representations shall have the meaning specified in the Share Exchange Agreement.
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Parent Tax Opinion Representations means the representations set forth in the letter, which shall be executed by Parent on the Closing Date and dated and effective as of the Closing Date, to be made by Parent to Mayer Brown LLP as a condition to, and in connection with, the issuance of the Shivers Tax Opinion, substantially in the form attached hereto as E xhibit II (amended as necessary to reflect changes in relevant facts occurring after the date hereof and on or before the Closing Date).
Sample 1
Parent Tax Opinion Representations means the representations set forth in the letter, which shall be executed by Parent on the Closing Date and dated and effective as of the Closing Date, to be made by Parent to Xxxxx Xxxxx LLP as a condition to, and in connection with, the issuance of the Xxxxxxx Tax Opinion, substantially in the form attached hereto as Exhibit II (amended as necessary to reflect changes in relevant facts occurring after the date hereof and on or before the Closing Date).
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Related to Parent Tax Opinion Representations

  • Tax Opinions means the Distribution Tax Opinions and the Merger Tax Opinions.

  • Representation Letter Letters to, or agreements with, the Depository to effectuate a book entry system with respect to the Class A Certificates registered in the Register under the nominee name of the Depository.

  • Specified Acquisition Agreement Representations means the representations and warranties made by or on behalf of the Target, its subsidiaries or their respective businesses in the Acquisition Agreement which are material to the interests of the Lenders, but only to the extent that Merger Sub (or its applicable affiliate) has the right to terminate its obligations under the Acquisition Agreement or to decline to consummate the Acquisition as a result of a breach of such representations and warranties.

  • U.S. Tax Compliance Certificate has the meaning specified in Section 3.01(e)(ii)(B)(III).

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1(a) and Section 3.1(b) (Organization and Qualification), Section 3.2(a), Section 3.2(c) and Section 3.2(f) (Capitalization of the Group Companies), Section 3.3 (Authority), Section 3.8(a) (No Company Material Adverse Effect) and Section 3.17 (Brokers).

  • Parent Fundamental Representations means the representations and warranties of Parent set forth in Section 5.1 (Corporate Existence and Power), Section 5.3 (Corporate Authorization), Section 5.6 (Finders’ Fees), Section 5.7 (Issuance of Shares), and Section 5.8 (Capitalization).