Tax Audits definition

Tax Audits has the meaning set forth in Section 10.05(b)(i).

Tax Audits has the meaning assigned to it in Section 4.14(e).

Tax Audits shall have the meaning set out in Clause 12.8(a).

Examples of Tax Audits in a sentence

• Each Party shall provide the other with notice of any pending or threatened Tax Audits that could adversely affect the other.

• Section 4.3 (Tax Representative), Section 4.4 (Tax Audits), and this Section 4.8 (Survival of Obligations) of this Annex C shall not be amended without the prior written consent of any Member or former Member that would be disproportionately and adversely impacted by such amendment.

• If such Distribution Taxes are not attributable to the Fault of any Party or any of its Affiliates, the responsibility for such Distribution Taxes shall be shared by the Parties in accordance with the provisions in Section 9.3(a) that are applicable to Pre-Distribution Shared Tax Audits.

• Notwithstanding anything to the contrary herein, Fountain shall not be required to pay in the aggregate in any year (1) for costs incurred under Section 9.2(e)(i) in connection with the Pre-Distribution Shared Tax Audits related to the U.S. Income Tax Returns for fiscal years 1997 through 2000, more than $1 million or (2) for any other costs incurred under Section 9.2(e)(i) plus any costs incurred under Section 9.2(e)(ii), more than $1 million.

• The Company and Buyer shall reasonably cooperate, and shall cause their respective Representatives reasonably to cooperate, in preparing and filing all Tax Returns, including maintaining and making available to each other all records necessary in connection with the preparation and filing of Tax Returns, the payment of Taxes and the resolution of Tax Audits and Tax Deficiencies with respect to all taxable periods.

More Definitions of Tax Audits

Tax Audits shall have the meaning set out in Clause 10.4.

Tax Audits means the audit in respect of New York general corporate income tax referred to at paragraph 12.3.3 of the Disclosure Letter, the audit in respect of Texas franchise tax referred to at paragraph 12.3.3 of the Disclosure Letter and each of the audits in respect of VAT referred to at paragraph 12.3.3 of the Disclosure Letter and “Tax Audit” means any one of them;

Tax Audits means any audit or other investigation carried out by a Tax Authority;

Tax Audits has the meaning set out in Clause 14.5.3. “Tax Authority” means any taxing or other authority competent to impose any liability in respect of Tax or responsible for the administration or collection of Tax or enforcement of any law in relation to Tax. “Tax Benefit” has the meaning set out in Clause 14.2.3. “Tax Measures” has the meaning set out in Clause 14.5.3. “Tax Return” means any return, declaration, report, claim for refund, notice, form or information relating to any Tax, Tax declarations (Steueranmeldungen), advance Tax declarations (Steuervoranmeldungen) and Tax returns (Steuererklärungen), including in all cases any schedule or attachment thereto. “Technology Escrow Agent” has the meaning set out in Clause 5.3.1. “Technology Escrow Agreement” has the meaning set out in Clause 5.3.1. “Technology Escrow Report” has the meaning set out in Clause 5.3.1(ii). “Thermax SPX JV” has the meaning set out in Recital (A) of this Agreement. “Thermax SPX JV Shares” has the meaning set out in Recital (B) of this Agreement. “Third Party Claim” has the meaning set out in Clause 12.7.4. “Threatened Drawing” has the meaning set out in Clause 5.2.5. “Transaction Insurance” has the meaning set out in Clause 10.1. ”VAT” means within the European Union such Tax as may be levied in accordance with (but subject to derogations from) the Directive 2006/112/EC (as amended from time to time) and outside the European Union any taxation levied by reference to added value or sales. “writing” or “Writing” includes communication made by mail, facsimile or email, except where a stricter form (e.g. notarisation) is required under applicable law or where otherwise provided in this Agreement. “Working Capital” means the consolidated amount of the assets and liabilities of the Group Companies as set out in Schedule 6.4 (including in Annex 1 an illustrative example as of 1 October 2016); “Wuxi AIC” has the meaning set out in Clause 16.1.1. “Wuxi MOC” has the meaning set out in Clause 16.1.1. * * * * /// 63

Tax Audits. Following is a list of ongoing audits by various tax authorities as of October 26, 2001:

Tax Audits has the meaning set out in Clause 14.5.3.

Tax Audits are the audits identified as items 3 (Maine Sales, Use & Transient Rentals Tax, Withholding Tax and Income Tax), 5 (Indiana Use, Income and Payroll Tax) and 6 (Tennessee Department of Revenue for PPC Disposition) of Section 4.10 of the Company Disclosure Schedule.