Tax Authority Claim means any assessment, notice, demand, letter or other document issued or action taken by or on behalf of any Tax Authority, self-assessment or other occurrence from which it appears that the Buyer, the Company or any of the Subsidiaries is or may be subject to a Liability for Tax or other liability in respect of which the Warrantors are or may be liable under this Tax Covenant or the Tax Warranties; and
Tax Authority Claim shall have the meaning given to that term in the Tax Covenant.
Tax Authority Claim means any assessment, notice, letter, determination, demand or other document issued or action taken by or on behalf of any Tax Authority from which it appears that a Group Company may have a Tax Liability which is relevant for the purposes of this Schedule 7;
Examples of Tax Authority Claim in a sentence
The Seller shall be kept fully informed of any actual or proposed developments (including any meetings) and shall be provided with copies of all correspondence and documentation relating to such Tax Authority Claim, matter or action, and such other information, assistance and access to records and personnel as it reasonably requires.
Such written details shall include such available information as the Vendors may reasonably require to assess the quantum and merits of the Tax Authority Claim.
Brazilian Tax Authority Claim In March 2013, São Paulo tax authorities asserted taxes (Brazilian municipal taxes “Imposto Sobre Serviço”) and fines against the Company’s Brazilian subsidiary relating to the period from 2008 to 2011 in an approximate updated amount of $ 21,500, including ordinary taxable services on commissions earned.
For the purposes of this paragraph 9.2, the Purchaser shall be deemed to have given such written notice to the Seller on the Completion Date in relation to a Tax Authority Claim in respect of any Tax imposed by any Tax Authority in Brazil and which is at the Completion Date being avoided, disputed, defended, resisted, appealed or contested by the relevant Group Company in Brazil.
More Definitions of Tax Authority Claim
Tax Authority Claim means any claim, counterclaim, assessment, self-assessment, notice, letter, determination, demand, return, account or other document issued or action taken by or on behalf of any Tax Authority, from which it appears that a Tax Liability has been, or is likely to be, imposed on a Purchase Entity and in respect of which the Buyer has or is likely to have a claim against the Sellers under this Schedule or for breach of the Tax Warranties.
Tax Authority Claim means the issue of any notice, letter or other document by or on behalf of any Tax Authority or the taking of any other action by or on behalf of any Tax Authority (including any enquiry, claim, dispute, proceeding or other engagement with a Tax Authority following therefrom) from which (in each case) it appears that a Haleon Tax Liability, GSK Tax Liability or Pfizer Tax Liability has arisen or may arise to (or is to be, or will be, imposed on) a member of the Haleon Group, the GSK Group or the Pfizer Group (as the case may be);
Tax Authority Claim means any notice, demand, assessment, letter or other document issued by or on behalf of any Tax Authority or prepared by a Sale Group Company, any member of the Purchaser’s Tax Group or any other person or any other action taken by or on behalf of any Tax Authority or person (including the imposition, or any document referring to the possible imposition, of any withholding of or on account of Tax) or any self-assessment or any other claim in each case whether before or after the date hereof from which notice, demand, assessment, letter, document, action, or self-assessment or claim it appears that a Tax Liability or increased Tax Liability will or may be incurred by or imposed on a Sale Group Company in connection with a Pre-Effective Date Tax Liability.
Tax Authority Claim has the meaning set forth in Section 7.03. “Tax Indemnification Event” means a Final Determination having been made by a Governmental Entity or a court of competent jurisdiction regarding a liability for Indemnifiable Taxes. “Tax Returns” means any and all returns, reports, declarations, elections, notices, forms, designations, filings, vouchers and statements (including estimated tax returns and reports, withholding tax returns and reports, and information returns and reports) filed or required to be filed in respect of Taxes, including any schedule or attachment thereto, and including any amendment thereof. “Termination Date” has the meaning set forth in Section 9.01(a)(iv). “Termination Fee” has the meaning set forth in Section 9.03(c). “Trade Control Laws” means all Laws related to sanctions and import or export controls of any jurisdiction, including the Special Economic Measures Act (Canada), the United Nations Act (Canada), the Freezing Assets of Corrupt Foreign Officials Act (Canada), the Criminal Code (Canada), the Export and Import Permits Act (Canada), the Customs Act (Canada), the Defence Production Act (Canada) the Foreign Extraterritorial Measures Act (Canada), the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) or any regulations issued under any of the foregoing or any rules or regulations of the U.S. Department of the Treasury Office of Foreign Assets Control, the U.S. Department of Commerce Bureau of Industry and Security, U.S. Customs and Border Protection or the U.S. State Department. “Transaction” means the transactions contemplated by this Agreement and/or any Related Document. “Transaction Personal Information” means the Personal Information in the custody or control of a Seller or an Acquired Entity that is disclosed to Buyer at or before Closing. “Union Employee Plan” means each Employee Plan that is sponsored, maintained or administered by a labour union, trade union, employee association or employee organization or group which
Tax Authority Claim means any notice, demand, assessment, letter or other document issued by or on behalf of any Tax Authority or prepared by a Sale Group Company, any member of the Purchaser’s Tax Group or any other person or any other action taken by or on behalf of
Tax Authority Claim means (in any jurisdiction): (a) any assessment, notice, letter, determination, demand or other document issued by or on behalf of any Tax Authority (whether issued or made before or after the date of this agreement and whether satisfied or not at the date of this agreement); and (b) any return, amended return, computation, accounts or any other documents required for the purposes of Taxation made by or on behalf of a Group Company;in any case, from which it appears that: (i) a Tax Liability has been, or may be, imposed on any Group Company; or (ii) an increased or a further payment to a Tax Authority is required to be made by any Group Company; or (iii) a Group Company is denied or is sought to be denied a Relief;
Tax Authority Claim means any notice, demand, assessment, letter or other document issued by or on behalf of any Tax Authority or prepared by a Sale Group Company, any