Specified Tax Matters definition

Specified Tax Matters means the matters set forth in Sections 8.3(b)(i) and (ii) of this Agreement.

Specified Tax Matters shall have the meaning set forth in Section 7.06(b)(ii) of the Seller Disclosure Letter.

Specified Tax Matters means the matters listed on Schedule A.

Examples of Specified Tax Matters in a sentence

• Notwithstanding and without limitation of any other provision in this Section 14, Spinco and RMT Parent shall consult and cooperate (and shall cause each other member of their respective Groups to consult and cooperate) fully at such time and to the extent requested by LMC in connection with all Specified Tax Matters.

• In addition, the Seller shall control the conduct, through counsel or an advisor of its own choosing at its own expense, of the Specified Tax Matters, and the Buyer or its accountants will be kept timely informed and will receive copies of all correspondence, notices or filings with respect to the Specified Tax Matters.

• For the avoidance of doubt, Excluded BHMP Liabilities shall not include (i) any Claims or Liabilities relating to or arising out of the negotiation and/or execution by MF REIT or any of its Affiliates of any New PGGM Investment Fund or (ii) Specified Tax Matters.

• Accordingly, the stress test compares the current (unconsolidated) regulatory capital ratio of a bank with its stress-tested capital ratio, computed by deducting the calculated loss in market value from a bank‘s eligible capital.2)When applying this stress scenario to all Austrian banks (with the excep- tion of special purpose banks), theaverage capital ratio goes down by14 basis points from 17.23% to 17.09%,3) with small credit institu- tions showing a weaker decline.

• The Sellers’ Representative shall prepare and file, with the Surviving Company’s approval, such appropriate Tax Returns as required by the applicable Specified Tax Matters (and provide a copy thereof to the Surviving Company).

More Definitions of Specified Tax Matters

Specified Tax Matters has the meaning assigned to it in Section 6.13(c).

Specified Tax Matters means the potential liability of the Company for certain mutually agreed upon pre- Closing Tax matters including penalties and interest and anticipated tax preparer filing fees and costs, as more particularly described on Schedule 1.1(c).

Specified Tax Matters means any failure by Seller to: (a) properly report or timely pay any income, business activity, franchise or similar taxes imposed by any U.S. state or local taxing authority (including any interest, additions or penalties with respect to such taxes, and any interest in respect of such additions or penalties); or (b) properly collect or timely remit any state or local sales, use or similar taxes in accordance with applicable Law (including any interest, additions or penalties with respect to such taxes, and any interest in respect of such additions or penalties).

Specified Tax Matters means (1) sales tax compliance matters in all states in which the Company or its affiliates has made sales of CBD products, including but not limited to (i) non-filing of sales or similar transaction tax returns in states or localities in which the Company or its affiliates has established nexus, (ii) non-collection and non-remittance of sales or similar transaction taxes, or erroneous exemption of sales to customers, and (iii) failure to collect and retain valid resale exemption certificates and/or direct pay permits from its customers; (2) income and franchise tax filing compliance matters in states in which the Company or its affiliates has established nexus, but has not filed required tax returns; and (3) state payroll and employment tax compliance matters, including failure to withhold such taxes in states and localities wherein employees of the Company or its affiliates reside and/or work without Florida.

Specified Tax Matters means the matters described on Schedule G hereto.

Specified Tax Matters means any Taxes attributable to the items listed on Schedule C.

Specified Tax Matters means any of the matters disclosed on Schedule 4.08(b) (Tax Matters).