Post-Closing Taxes definition

Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.

Post-Closing Taxes means Taxes of the Target Company and its Subsidiaries for any Post-Closing Tax Period.

Post-Closing Taxes shall have the meaning set forth in Section 5.6(a)(iv).

Examples of Post-Closing Taxes in a sentence

• Transfer Taxes shall be borne as allocated in Section 2.4. All refunds of any such Taxes that constitute Pre-Closing Taxes shall be for the account of the Sellers (except to the extent included in the Purchased Assets), and all refunds of any Taxes that constitute Post-Closing Taxes shall be for the account of the Buyer.

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• Buyer shall timely pay or cause to be paid all Taxes relating to Post-Closing Returns ("Post-Closing Taxes").

• The portion of any such Taxes that are not treated as Pre-Closing Taxes pursuant to the preceding sentence shall be treated as Post-Closing Taxes for all purposes of this Agreement.

• The obligations to indemnify and hold harmless pursuant to (i) Section 10.2(b) (solely with respect to Pre-Closing Taxes) and (ii) Section 10.3(a)(ii) (solely with respect to Post-Closing Taxes) shall survive for sixty (60) days after the expiration of the applicable statute of limitations.

More Definitions of Post-Closing Taxes

Post-Closing Taxes means Taxes of Seller for any Post-Closing Tax Period.

Post-Closing Taxes means (i) any and all Taxes imposed on any member of the Company Group for any taxable year or period that begins after the Closing Date and, with respect to any Straddle Period, the portion of such Straddle Period beginning after the Closing Date (determined in accordance with Section 7.6(b)); and (ii) all Excluded Taxes; provided, however, that Post-Closing Taxes shall not include any Taxes for which Sellers are liable under this Agreement, including, without limitation, Pre-Closing Taxes.

Post-Closing Taxes means Taxes of the Transferred Companies for periods or portions thereof beginning after the Closing Date.

Post-Closing Taxes means the sum of (i) Taxes of the Target Group Companies or of the Controlled Dealership Entities (or for which any of the Target Group Companies or of the Controlled Dealership Entities are liable) with respect to any Tax Period that starts after the Closing Date, (ii) Taxes of the buyers of the Transferred Assets or for which the buyers of the Transferred Assets are liable (except, in each case, to the extent they constitute Pre-Closing Taxes) and (iii) Post‑Closing Straddle Period Taxes; provided that Post-Closing Taxes shall not include any Taxes payable by the Representative Member (in its capacity as such) as a result of the Retained UK VAT Group Companies being members of the UK VAT Group at any time after Closing.

Post-Closing Taxes means Taxes of MTE for any Post-Closing Tax Period.

Post-Closing Taxes means any Taxes of or payable by any of the Acquired Entities with respect to a Post-Closing Tax Period.

Post-Closing Taxes means (i) any Taxes that are due for a Tax period that begins after the Closing Date and (ii) the post-Closing portion of any Taxes that are due for a Tax period that begins before and ends after the Closing Date. The post-Closing portion shall be a fraction of such Taxes the numerator of which is the number of days from the Closing Date to the end of the relevant Tax period and the denominator of which is the total number of days in such Tax period.