Examples of Seller Tax Group in a sentence
Neither Seller, Seller's Parent nor any member of the Seller Tax Group shall elect to retain any net operating loss carryovers of the Companies under Regulations 1.1502-20(g).
The Purchaser shall prepare and timely file, or cause to be prepared and timely filed, all Tax Returns of, or with respect to the income, business or operations of, the Xxxxxx Group, for each Pre-Closing Period and any Straddle Period (to the extent that any member of the Xxxxxx Group is required to file any such Tax Return separately from the Seller Tax Group).
Any and all existing Tax Sharing Agreements between the Companies or any of the Subsidiaries and any member of the Seller Tax Group shall be terminated as of the Closing.
Any income or franchise Tax payable to any state, local or foreign taxing jurisdiction in which any Transferred Entity has filed or will file a Tax Return with a member of the Seller Tax Group on an affiliated, consolidated, combined or unitary basis with respect to such Tax.
Any refund in respect of Taxes of a member of the Xxxxxx Group received by a member of the Seller Tax Group (other than a member of the Xxxxxx Group) that is not a Refund shall be the property of the Xxxxxx Holdcos or the Xxxxxx Subsidiaries and shall be paid to the appropriate member of the Xxxxxx Group promptly upon such receipt from the Taxing Authority.