Prior Period Returns definition

Prior Period Returns has the meaning set forth in Section 5.11(b).
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Prior Period Returns means Tax Returns required or permitted to be filed for taxable periods that end on or prior to the Closing Date.
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Prior Period Returns means Income Tax Returns required to be filed before or after the Closing Date with respect to the Company for taxable periods ending prior to or on the Closing Date;
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Examples of Prior Period Returns in a sentence

  • Buyer shall promptly notify AWW following receipt of any notice of audit or other proceeding relating to any of the Seller's Returns or any other federal, state, foreign or local corporation income or franchise tax return of the Company filed on or before the Closing Date (together with all of the Seller's Returns, the "Prior Period Returns").

  • Buyer shall cause the Company to pay to AWW the amount of any refund, credit or offset (including any interest paid or credited or any offset allowed with respect thereto but reduced by any Taxes that the Buyer or the Company shall be required to pay with respect thereto) received or used, in the case of a credit or offset, by the Buyer or the Company of Taxes relating to the Prior Period Returns.

  • The Prior Period Returns shall be prepared, where relevant, in a manner consistent with Seller’s past practices except as otherwise required by Law.

  • The Members shall provide a draft copy of such Prior Period Returns to FAAC for its review at least fifteen (15) Business Days prior to the due date thereof.

  • Except as provided in Section 5.11(c), and only to the extent such Taxes have not been accrued or otherwise reserved for on the Closing Balance Sheets (and specifically reflected in Closing Net Working Capital), the Members shall pay, or cause to be paid, all Taxes with respect to the Companies shown to be due on such Prior Period Returns.

  • After the Closing Date, Purchaser shall promptly notify the Sellers’ Representative in writing of any notice of audit or other proceeding or Tax claim involving Prior Period Returns; provided, however, that Purchaser’s failure to notify the Sellers’ Representative of any of the foregoing events or actions shall not limit or otherwise contravene the rights of any Claiming Party hereunder unless such failure materially prejudices the rights of Sellers.

  • The Parent shall provide such Prior Period Returns to the Stockholder Representative not later than 45 days prior to the due date for such returns, including extensions.

  • Buyer shall make available to Seller (and to Seller’s accountants and attorneys) any and all books and records and other documents and information in its possession or control relating to the Acquired Companies and the Satair JV reasonably requested by Seller to prepare the Prior Period Returns.

  • If less than all of the Old Knology Warrants held by a holder are tendered by such holder, such holder should fill in the amount of Old Knology Warrants being tendered in the appropriate box on this Letter of Transmittal.

  • To the extent such Taxes have not been accrued or otherwise reserved for on the Closing Balance Sheet and included in the calculation of Closing Working Capital, the Sellers shall be responsible for all Taxes with respect to the Company and any Company Subsidiary (i) shown to be due on such Prior Period Returns or (ii) shown to be due on Straddle Period Returns to the extent such Taxes relate to the portion of such Straddle Period ending on the Closing Date (the “Pre-Closing Tax Period”).


More Definitions of Prior Period Returns

Prior Period Returns. Is defined in Section 6.9(a).
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Prior Period Returns shall have the meaning ascribed to such term in Section 6.4(a) hereof.
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Related to Prior Period Returns

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

  • Consolidated Return means any Tax Return relating to Income Taxes filed pursuant to Section 1502 of the Code, or any comparable combined, consolidated, or unitary group Tax Return relating to Income Taxes filed under state or local tax law which, in each case, includes IDT and at least one subsidiary.

  • Increased Reporting Period means the period commencing after the continuance of an Increased Reporting Event and continuing until the date when no Increased Reporting Event has occurred for 30 consecutive days.

  • 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.

  • Company Returns is defined in Section 3.15(a) of the Agreement.

  • Combined Return means any Tax Return (other than for Federal Income Taxes) filed on a consolidated, combined (including nexus combination, worldwide combination, domestic combination, line of business combination or any other form of combination), unitary or Group Relief basis that includes activities of members of the ESG Group or the KBR Group, or both, as the case may be.

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

  • Current Return means the minimum fair combined rate of return on common equity required for

  • Post-Deconsolidation Period means any Tax Period beginning after the Deconsolidation Date, and, in the case of any Straddle Period, the portion of such Straddle Period beginning the day after the Deconsolidation Date.

  • Quarterly Period means each period of three (3) consecutive months ending on March 31, June 30, September 30, and December 31.

  • 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.

  • Deconsolidation Date means the last date on which SpinCo qualifies as a member of the affiliated group (as defined in Section 1504 of the Code) of which Parent is the common parent.

  • Extended Reporting Period means a designated period of time after a claims-made policy has expired during which a claim may be made and coverage triggered as if the claim has been made during the policy period.

  • Restructuring Period means, whether or not there are Rated Securities at the time a Restructuring Event occurs, the period of 45 days starting from and including the day on which that Restructuring Event occurs.

  • Interim Distribution Date means the date as soon as reasonably practicable after the Plan Implementation Date;

  • transition year means the financial year of an issuer or business in which the issuer or business changes its financial year-end;

  • Overlap Period means any taxable year or other taxable period beginning on or before and ending after the Closing Date.

  • Planning Period Quarter means any of the following three month periods in the Planning Period: June, July and August; September, October and November; December, January and February; or March, April and May.

  • Fixed Retained Yield Rate With respect to each Mortgage Loan, a per annum rate equal to the greater of (a) zero and (b) the Mortgage Interest Rate on such Mortgage Loan minus the sum of (i) 6.500%, (ii) the applicable Servicing Fee Rate and (iii) the Master Servicing Fee Rate.

  • Taxable Period means any taxable year or any other period that is treated as a taxable year (or other period, or portion thereof, in the case of a Tax imposed with respect to such other period, e.g., a quarter) with respect to which any Tax may be imposed under any applicable Law.

  • Scheduled Return Date means the date on which You are originally scheduled to return to the point of origin or the original final destination of Your Trip.

  • Fixed Retained Yield The fixed percentage of interest on each Mortgage Loan with a Mortgage Interest Rate greater than the sum of (a) 6.500%, (b) the applicable Servicing Fee Rate and (c) the Master Servicing Fee Rate, which will be determined on a loan by loan basis and will equal the Mortgage Interest Rate on each Mortgage Loan minus the sum of (a), (b) and (c), which is not assigned to and not part of the Trust Estate.

  • Pre-Distribution Tax Period means any taxable period (or portion thereof) that ends on or before the Distribution Date.

  • Annual Accounting Period or “Financial Year” means the period commence on 1st July and shall end on 30th June of the succeeding calendar year.

  • Termination Year means the calendar year in which the Employment Period is terminated.

  • Pre-Distribution Period means any Taxable period (or portion thereof) ending on or before the Distribution Date.