Tax Adjustments definition

Tax Adjustments means any AT&T Tax Adjustment, any NCR Tax Adjustment or any Lucent Tax Adjustment, as the case may be.
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Tax Adjustments shall have the meaning set forth in Section 5.1(a). “Tax Distribution” shall have the meaning set forth in Section 5.1(a). “Transfer” shall have the meaning set forth in Section 9.1.
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Tax Adjustments shall include (1) an adjustment to Net Profit to exclude any items which are traditionally not taken into account in computing federal taxable income of an individual and (2) a reduction to Net Profit to the extent of the aggregate prior Net Losses allocated to Unit Holders in prior periods, in each case as determined by the Board of Managers in its sole and absolute discretion. The Members acknowledge and agree that the Tax Distribution is intended to serve as a mere approximation of the federal and state income tax cost borne by the applicable Unit Holders based on the income earned by the Company. The portion received by any one Unit Holder may be more or less than the actual tax cost of such Person. (i) The Tax Distribution shall be calculated for all Unit Holders who receive (or are expected to receive) an allocation of federal taxable income from the Company’s Net Profits on their Schedule K-1s for the applicable Fiscal Year. The aggregate Tax Distribution amount shall be allocated among such Unit Holders pro rata, based on Percentage Interests, as adjusted for each Unit Holder’s date of issuance or cancellation. (ii) To the extent the Board determines that the Company has sufficient Available Cash, the Company will distribute the Tax Distribution to the eligible Unit Holders. To the extent the Board determines that the Company does not have sufficient Available Cash, the unpaid Tax Distribution will be carried forward and paid in future Fiscal Years before any Additional Distributions are paid. (iii) The Company shall have the right, in the reasonable discretion of the Board of Managers, to make any other elections or determinations required or permitted for federal or state income tax or other tax purposes, including, without limitation, the right to file consolidated state income tax returns and remit applicable tax payments on behalf of the Members when the Board of Managers deems it to be appropriate. The Board of Managers may rely upon the advice of the Company’s accountants or tax attorneys with respect to the making of any such election. In the event the Board of Managers makes such an election, the Tax Distribution shall be reduced by the amount of state tax payments made on behalf of the Members.
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Examples of Tax Adjustments in a sentence

  • Tax Adjustments shall be calculated in accordance with this Clause.

  • Lessor acknowledges that the Contracting Officer shall rely on the completeness and accuracy of these submissions in order to establish the Real Estate Tax Base and to determine Tax Adjustments.

  • If this Lease includes any options to renew the term of the Lease, or be otherwise extended, the Real Estate Tax Base for the purpose of determining Tax Adjustments during the renewal term or extension shall be the last Real Estate Tax Base established during the base term of the Lease.

  • We analyze our performance using Adjusted Net Income Excluding Tax Adjustments and Adjusted Net Income Excluding Tax Adjustments Per Share.

  • Adjusted Net Income Excluding Tax Adjustments and Adjusted Net Income Excluding Tax Adjustments Per Share are non-GAAP measures.

  • Tax Adjustments Bills shall be increased within the limits of political subdivisions which levy special taxes, license fees or rentals against the Cooperative's property, or its operations, or the production and/or sale of electric energy, to offset such special charges and thereby prevent other Member from being compelled to share such local taxes.

  • Tax Adjustments Bills shall be increased within the limits of political subdivisions/municipalities, which levy special taxes, license fees or rentals against the Cooperative’s property, or its operations, or the production and/or sale of electric energy, to offset such special charges and thereby prevent other Members from being compelled to share such local taxes.

  • If the Indemnitor is not also the Controlling Party, the Controlling Party shall provide the Indemnitor with information about the nature and amounts of the Proposed Tax Adjustments.

  • Tax Adjustments represent the tax benefits of intangible assets, including goodwill, associated with deductions allowed for tax amortization of intangible assets in the respective periods based on a pro forma 27% income tax rate.

  • In Attachment 5 under Other Income Tax Adjustments, as explained in Instruction 4, the worksheet amounts are then included in the Other Income Tax Adjustments that in turn flow to the Income Tax Calculation in the main sheet of the Formula Rate.


More Definitions of Tax Adjustments

Tax Adjustments. The above rates and charges do not include an allowance for revenue, gross receipts or other taxes. In the event the Agency's revenues from this S-1 Rate Schedule should
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Tax Adjustments means all amounts owed by Tenant as on account of Taxes.
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Related to Tax Adjustments

  • Tax Adjustment has the meaning set forth in Section 4.7.

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • XXXXX Adjustment means, with respect to XXXXX, 0.0326% per annum.

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • Final Adjustment has the meaning set forth in Section 10.3.B(2) hereof.

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • CPI Adjustment means the quotient of (i) the CPI for the month of January in the calendar year for which the CPI Adjustment is being determined, divided by (ii) the CPI for January of 2007.

  • Spread Adjustment means 100 basis points.

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;

  • Value Adjustments means cash lending revenues and other revenues on collateral in respect of a Series of ETP Securities.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • SOFR Adjustment means 0.10% (10 basis points).

  • Buy In Adjustment Amount shall have the meaning specified in Section 6.

  • Tax Allocations means the allocations set forth in paragraph 4 of Exhibit B.

  • Equity Adjustment means the dollar amount resulting by subtracting the Book Value, as of Bank Closing, of all Liabilities Assumed under this Agreement by the Assuming Bank from the purchase price, as determined in accordance with this Agreement, as of Bank Closing, of all Assets acquired under this Agreement by the Assuming Bank, which may be a positive or a negative number.

  • Related Adjustment means, in determining any LIBOR Successor Rate, the first relevant available alternative set forth in the order below that can be determined by the Administrative Agent applicable to such LIBOR Successor Rate:

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Adjustments means all discounts, allowances, returns, disputes, counterclaims, offsets, defenses, rights of recoupment, rights of return, warranty claims, or short payments, asserted by or on behalf of any Account Debtor with respect to any Purchased Receivable.

  • Working Capital Adjustment Amount means an amount, which may be positive or negative, calculated in accordance with Schedule C, equal to the difference of (a) the Closing Date Adjusted Working Capital minus (b) the Preliminary Adjusted Working Capital.

  • Net Positive Adjustments means, with respect to any Partner, the excess, if any, of the total positive adjustments over the total negative adjustments made to the Capital Account of such Partner pursuant to Book-Up Events and Book-Down Events.

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).