Prior Period Return definition

Prior Period Return means any Tax Return related to Income Tax required or permitted to be filed for a taxable period that ends on or prior to the Closing Date.
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Prior Period Return has the meaning set forth in Section 7.5(e).
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Prior Period Return means a Pre-Closing Return that was due before the Closing Date and (y) “Current Period Return” means a Pre-Closing Return that is due after the Closing Date or a Straddle Period Return.
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Examples of Prior Period Return in a sentence

  • AWW shall have the right to control any and all audits or other proceedings relating to any Prior Period Return, including the filing of an amended return or claim for refund; provided, however, that AWW shall not agree to the resolution of any audit or other proceeding relating to any Prior Period Return or file an amended Prior Period Return or refund claim that would have any Material Adverse Effect on the Company without Buyer's consent, which consent shall not be unreasonably withheld.

  • Buyer and the Company shall elect not to carry back any Tax losses of the Company arising in a Buyer's Return to any Tax period included in a Prior Period Return.

  • Buyer shall make available or shall cause the Company to make available to AWW any and all books and records of the Company and other documents requested by AWW and shall make available employees of the Company reasonably necessary to enable AWW to defend any audit or other proceeding or to prosecute any refund claim with respect to any Prior Period Return and shall cooperate with AWW, at their expense, in defense of such audits or refund claims.

  • With the exception of these amendments, the Seller shall not file or cause to be filed any amended Tax Return related to a Prior Period Return that will affect the Tax liability of the Buyer or the Company in a Post-Closing Period without the prior written consent of the Buyer, which consent may not be unreasonably withheld or delayed.

  • Buyer shall pay to Seller the amount of any refund or realized Tax credit related to any Prior Period Return or Seller’s portion of any Tax Return for the Straddle Period within five (5) Business Days of its receipt.

  • The Purchaser shall not settle any such Tax claim with respect to any Prior Period Return without the Sellers’ Representative’s written consent, which consent shall not be unreasonably withheld, delayed or conditioned if such Tax claim may result in any Tax liability for which the Sellers may be liable under this Agreement.

  • Buyer shall promptly notify Seller following receipt of any notice of audit or other proceeding relating to any Prior Period Return or Tax Return for the Straddle Period.

  • Buyer shall make available or shall cause the Company to make available to the Shareholders’ Representative any and all books and records of the Company and other documents requested by the Shareholders’ Representative and shall make available employees of the Company to enable the Shareholders’ Representative to defend any audit or other proceeding with respect to any Prior Period Return and shall cooperate with the Shareholders’ Representative in defense of such audit.

  • If the Parent and the Stockholder Representative cannot agree upon the proper computation of Tax liability for a Prior Period Return, then within 10 days after the Parent provides its comments to the Stockholder Representative, they shall submit the issues in dispute to the Arbiter or such other independent accounting firm of national repute upon which Parent and the Stockholder Representative agree.

  • Buyer shall deliver to Sellers, for their review and comment, a draft of each Prior Period Return at least 20 days prior to the applicable filing deadline of such Prior Period Return (or to the extent such 20 day period would begin prior to Closing, promptly following Closing).

Related to Prior Period Return

  • Prior Period With respect to any Distribution Date, the calendar month immediately preceding such Distribution Date.

  • Pre-Deconsolidation Period means any Tax Period ending on or before the Deconsolidation Date, and, in the case of any Straddle Period, the portion of such Straddle Period ending on the Deconsolidation Date.

  • Prior Period Investments means investments made in a previous evaluation period that are outstanding as of the examination date.

  • Three-Year Period means, with respect to a Restatement, the three completed fiscal years immediately preceding the date that the Board, a committee of the Board, or the officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare such Restatement, or, if earlier, the date on which a court, regulator or other legally authorized body directs the Company to prepare such Restatement. The “Three-Year Period” also includes any transition period (that results from a change in the Company’s fiscal year) within or immediately following the three completed fiscal years identified in the preceding sentence. However, a transition period between the last day of the Company’s previous fiscal year end and the first day of its new fiscal year that comprises a period of nine to 12 months shall be deemed a completed fiscal year.

  • Consolidated Return means any Tax Return with respect to Federal Income Taxes filed by the Consolidated Group pursuant to Section 1501 of the Code.