Subsidiary Separate Tax definition

Subsidiary Separate Tax for any Subsidiary with respect to any Taxable Period means, subject to the rules set forth in the next succeeding paragraph and Paragraph 6, a hypothetical Federal income tax liability that the Subsidiary would have for such Taxable Period determined as if the Subsidiary had filed its own separate Federal income tax return for such Taxable Period (or during any Taxable Period prior thereto), and calculated by (i) taking into account only losses, credits, carryovers of losses and credits from prior or subsequent Taxable Periods, and other tax attributes of the Subsidiary, which attributes are subject to limitations under the Code to the extent that such attributes would actually be utilized in the determination of the Subsidiary's Federal income tax if the Subsidiary filed a separate Federal income tax return for all Taxable Periods relating to the computation, (ii) imposing a tax on the taxable income of the Subsidiary at a rate equal to the highest marginal rate of corporate tax specified under the Code and applicable to that Taxable Period and taking into account minimum tax, alternative minimum tax and recapture of credits and (iii) employing the methods and principles of accounting, elections and conventions that are used by the Group. For purposes of determining Subsidiary Separate Tax for any Subsidiary with respect to any Taxable Period, the following special rules shall apply: (A) Subsidiary Separate Tax may constitute the combined returns of certain member sub-groups of the Group, as determined by MFH in its sole discretion from time to time with respect to any Taxable Period;
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Subsidiary Separate Tax means, with respect to any Taxable Period and subject to the rules set forth below in this definition and Section 2.05, a hypothetical Federal income tax liability that WCG would have for such Taxable Period determined as if WCG had filed its own separate Federal income tax return for such Taxable Period (or for any Taxable Period prior thereto) and calculated by (x) imposing a tax on the taxable income or alternative minimum taxable income, as the case may be, of WCG at a rate equal to the highest marginal rate of corporate tax specified under the Code and applicable to that Taxable Period and (y) employing the methods and principles of accounting, elections and conventions that are used by the Group. For purposes of determining Subsidiary Separate Tax with respect to any Taxable Period, the following special rules shall apply:
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Subsidiary Separate Tax for a Taxable Period shall mean, with respect to each Subsidiary, the Federal income tax liability that each Subsidiary would have for such Taxable Period (including interest and penalties related to items attributable to each Subsidiary) determined as if such Subsidiary had filed its own Federal income tax return for such Taxable Period (or portion thereof) and all prior periods beginning on or after the Effective Time. Such Federal income tax liability for such Taxable Period (or portion thereof) shall be computed by employing the methods and principles of accounting, elections and conventions (the “Methods”) actually used in the determination of the Federal income tax liability of the Group.
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Examples of Subsidiary Separate Tax in a sentence

  • Xxr every Taxable Period in which the Subsidiary Separate Tax exceeds the Estimated Tax Payments, or the Subsidiary Separate Tax as recomputed according to Section 2.05 exceeds the Subsidiary Separate Tax, Communications shall pay to Willxxxx xx amount equal to such excess.

  • For every Taxable Period in which the Estimated Tax Payments exceed the Subsidiary Separate Tax, or the Subsidiary Separate Tax exceeds the Subsidiary Separate Tax as recomputed according to Section 2.05, Willxxxx xxxll pay to Communications an amount equal to such excess.

  • Such estimated Federal income tax liability shall be determined in a manner consistent with the definition of Subsidiary Separate Tax and subject to approval by Willxxxx.

  • Except as provided in Paragraph 6(b), the actions of MFH pursuant to this Paragraph 7 shall not affect the computation of Subsidiary Separate Tax.

  • For every Taxable Period in which the Subsidiary Separate Tax exceeds the Estimated Tax Payments or the Subsidiary Separate Tax as recomputed according to Paragraph 6 exceeds the Subsidiary Separate Tax, the Subsidiary shall pay to MFH an amount equal to such excess.

  • Payment pursuant to Sections 2.01 and 2.02 (other than resulting from a recomputation of Subsidiary Separate Tax under Section 2.05) shall be made no later than seven (7) days prior to the due date of the Group's consolidated Federal income tax return for the Taxable Period in question, not including extensions.

  • The Buyer will have the opportunity to reserve what is in his/her opinion the pick of the litter should the Seller decide not to keep first ‘picks’.

  • The time that any payment is required to be made pursuant to Sections 2.01 and 2.02 by reason of a recomputation of Subsidiary Separate Tax under Section 2.05 is set forth in Section 2.05.

  • To the extent that payments made by any Subsidiary pursuant to paragraph 3(a) and paragraph 4 exceed the Subsidiary Separate Tax liability of such Subsidiary for a Taxable Period, Parent shall, no later than thirty days after the filing of the Group’s consolidated federal income tax return for such Taxable Period, refund such excess to such Subsidiary.

  • For every Taxable Period in which the Estimated Tax Payments exceed the Subsidiary Separate Tax or the Subsidiary Separate Tax exceeds the Subsidiary Separate Tax as recomputed according to Paragraph 6, Parent shall pay to the Subsidiary the amount of such excess.


More Definitions of Subsidiary Separate Tax

Subsidiary Separate Tax for any Subsidiary with respect to any Taxable Period means, subject to the rules set forth below in this Paragraph 1(d) and Paragraph 6, a hypothetical Federal income tax liability that the Subsidiary would have for such Taxable Period determined as if the Subsidiary had filed its own separate Federal income tax return for such Taxable Period (or during any Taxable Period prior thereto), and calculated by (i) taking into account only losses, credits, and carryovers of losses and credits, from prior or subsequent Taxable Periods, and other tax attributes of the Subsidiary, which losses, credits, carryovers and other attributes are subject to limitations under the Code to the extent that such attributes would actually be utilized in the determination of the Subsidiary's Federal income tax if the Subsidiary filed a separate Federal income tax return for all Taxable Periods relating to the computation, (ii) imposing a tax on the taxable income of the Subsidiary at a rate equal to the highest marginal rate of corporate tax specified under the Code and applicable to that Taxable Period and taking into account minimum tax, alternative minimum tax and recapture of credits and (iii) employing the methods and principles of accounting, elections and conventions that are used by the Group. For purposes of determining Subsidiary Separate Tax for any Subsidiary with respect to any Taxable Period, the following special rules shall apply: (A) Subsidiary Separate Tax may constitute the combined returns of certain member subgroups of the Group, as determined by Parent in its reasonable discretion from time to time with respect to any Taxable Period, and any obligation of a subgroup shall be a joint and several obligation of each member of the subgroup; (B) The Subsidiary's tax basis in stock held by it (including the triggering of any excess loss account with respect to such stock under the consolidated return provisions of the Code and regulations thereunder ("Treasury Regulations")) shall not be affected by the calculation of hypothetical liability required by Paragraph 1(d); and (C) Parent may from time to time establish any other special rules that Parent in its reasonable discretion deems necessary or appropriate to carry out the underlying principles of and procedures for allocation of this Agreement (including, without limitation, rules relating to carryovers of losses and credits).
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Related to Subsidiary Separate Tax

  • Borrowing Subsidiary Termination means a Borrowing Subsidiary Termination substantially in the form of Exhibit F-2.

  • Non-Exempt Severance Arrangement means a severance arrangement or other agreement between the Participant and the Company that provides for acceleration of vesting of an Award and issuance of the shares in respect of such Award upon the Participant’s termination of employment or separation from service (as such term is defined in Section 409A(a)(2)(A)(i) of the Code (and without regard to any alternative definition thereunder) (“Separation from Service”) and such severance benefit does not satisfy the requirements for an exemption from application of Section 409A provided under Treasury Regulations Section 1.409A-1(b)(4), 1.409A-1(b)(9) or otherwise.

  • Additional gap medical benefits means the benefits (if any) payable in respect of medical expenses that are more than the schedule fee and which otherwise meet the requirements of the fund’s no or known gap policy, provided always that the medical expenses relate to a professional service that:

  • Foreign Subsidiary Holding Company means any Subsidiary the primary assets of which consist of Capital Stock in (i) one or more Foreign Subsidiaries or (ii) one or more Foreign Subsidiary Holding Companies.

  • casual taxable person means a person who occasionally undertakes transactions involving supply of goods or services or both in the course or furtherance of business, whether as principal, agent or in any other capacity, in the taxable territory where he has no fixed place of business;

  • Continuing care retirement community means a residential

  • Disregarded Entity means a single member limited liability company, a qualifying subchapter S subsidiary, or another entity if the company, subsidiary, or entity is a disregarded entity for federal income tax purposes.

  • non-resident taxable person means any person who occasionally undertakes transactions involving supply of goods or services or both, whether as principal or agent or in any other capacity, but who has no fixed place of business or residence in India;

  • Subsidiary Agreement means the agreement referred to in Section I.B of Schedule 2 to this Agreement pursuant to which the Recipient shall make part of the proceeds of the Financing available to the Project Implementing Entity.

  • Qualified Allocation Plan or “QAP” means this Qualified Allocation Plan, which was adopted by Board Action on October 17, 2012 and made effective as of January 1, 2013, and which was approved by the Governor of the State of New Mexico pursuant to Section 42(m)(1)(B) of the Code and sets forth the Project Selection Criteria and the preferences for Projects which will receive Tax Credits.

  • Foreign Subsidiary Holdco any Domestic Subsidiary that has no material assets other than the Capital Stock of one or more Foreign Subsidiaries, and other assets relating to an ownership interest in any such Capital Stock.

  • Taxable REIT Subsidiary means any corporation (other than a REIT) in which General Partner directly or indirectly owns stock and General Partner and such corporation jointly elect that such corporation shall be treated as a taxable REIT subsidiary of General Partner under and pursuant to Section 856 of the Code.

  • Subsidiary Redesignation shall have the meaning provided in the definition of “Unrestricted Subsidiary” contained in this Section 1.01.

  • Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.

  • Excluded Entity means a corporation or other entity of which the holders of voting capital stock of the Company outstanding immediately prior to such transaction are the direct or indirect holders of voting securities representing at least a majority of the votes entitled to be cast by all of such corporation’s or other entity’s voting securities outstanding immediately after such transaction.

  • New Non-Qualifying Jobs means the number of Non-Qualifying Jobs, as defined in 34 TEXAS ADMIN. CODE Section 9.1051(14), to be created by the Applicant after the Application Approval Date in connection with the project which is the subject of its Application.

  • Subsidiary Security Agreement means the Subsidiary Security Agreement executed and delivered by existing Subsidiary Guarantors and Administrative Agent on the Closing Date and to be executed and delivered by any additional Subsidiary Guarantors from time to time thereafter in accordance with subsection 6.8, substantially in the form of Exhibit XVII annexed hereto, as such Subsidiary Security Agreement may be amended, supplemented or otherwise modified from time to time.

  • Subsidiary Interests means, collectively, the issued and outstanding shares of stock of the Subsidiary Debtors as of the Petition Date and any options, warrants or other contractual rights to acquire any shares of stock of the Subsidiary Debtors as of the Petition Date.

  • Qualifying Subsidiary means any Subsidiary of the Company that (i) is not the Issuer or an Initial Guarantor, and (ii) at the relevant time of determination, is not a Joint Venture Company, a Project Company, a Local Operating Company, a Bidding Company or a Holding Vehicle.

  • Subsidiary Stock means, with respect to any Person, the stock (or any options or warrants to purchase stock or other Securities exchangeable for or convertible into stock) of any Subsidiary of such Person.

  • Additional Consideration has the meaning set forth in Section 3.2.

  • MUNICIPAL TAXABLE INCOME means the following:

  • Separation Payment means any lump sum cash payment in excess of Earned Salary and Accrued Obligations payable to Employee under this Agreement.

  • Tax Representation Letters shall have the meaning set forth in Section 5.11(c).

  • Wholly-Owned Consolidated Subsidiary means any Consolidated Subsidiary all of the shares of capital stock or other ownership interests of which (except directors' qualifying shares) are at the time directly or indirectly owned by the Borrower.

  • extended reduction (qualifying contributory benefits means a reduction under this scheme for which a person is eligible in accordance with paragraph 88 or 95;