Tax Burden definition

Tax Burden means the income tax assumed imposed on a Beneficiary as a result of an event giving rise to an Indemnity Payment as computed in accordance with Section 5.
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Tax Burden on a Beneficiary will be determined by multiplying the Tax Rate by the amount of taxable income or gain (including Section 704(c) gain or Reverse Section 704(c) gain, but excluding taxable income or gain allocated in respect of the Preferred Allocations Percentage (as such terms are defined in the Partnership Agreement), recognized by such Beneficiary solely and directly from the occurrence of an event described in the first or second sentence of Section 3 with no consideration being given in such computation to any other tax attributes of the Beneficiaries including, without limitation, any other deductions, losses, net operating loss carryforwards or carrybacks, personal exemptions or other attributes that could reduce the maximum marginal tax rate assumed applicable in this Section 5 (less the amount of any taxable losses recognized by such Beneficiary solely and directly from the disposition during the same taxable year of properties by Hotels LP or any other entity controlled by Newco that would not be limited by the absence of capital gains or other specially treated items if the Beneficiary's income derived solely from Hotels LP) and adding together the products of different Tax Rates and categories of taxable income pertaining to the indemnified Beneficiary.
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Examples of Tax Burden in a sentence

  • To the extent the Company’s positive net cash flow is insufficient to cover the Straddle Tax Burden for the Straddle Period, the Company shall pay to the Contributors the difference between the Straddle Tax Burden and Company Tax Distribution (such amount, the “Tax Distribution Deferral”) within a reasonable time after accruing sufficient positive net cash flow to cover such Tax Distribution Deferral.

  • In the event (x) the actual distribution to a stockholder made pursuant to this Section 7.7 for any year exceeds the Increased Tax Burden of such stockholder for such year, then the applicable stockholder shall repay to Borrower the amount of such excess or refund, as the case may be, no later than 30 days after the date the annual tax return must be filed by Borrower (taking into account no more than one filing extension).

  • Any Net Tax Burden due Seller Equityholders pursuant to this Section 21 shall be paid by Buyer on or before the due date of the applicable tax.

  • Within ten (10) business days of being notified by Hotels LP or JQH Hotels or otherwise becoming aware of an event giving rise to a right to an Indemnity Payment, a Beneficiary will submit to Hotels LP its calculation of the Indemnity Payment, including details of the determination of the Tax Rate, the various categories of taxable income applicable, and the Tax Burden.

  • The amount of this indemnity (the "Indemnity Payment") will be determined from the formula described in Section 4 and Section 5 of the Agreement for determining the Tax Burden rather than by the actual taxes paid by any Beneficiaries; the Tax Burden will be Grossed Up by dividing it by the excess of one over the Tax Rate (i.

  • The Company shall pay or otherwise offset the Executive's total tax obligations in respect of Base Salary and incentive compensation in all jurisdictions exceeding the Equalized Tax Burden.

  • Such payment obligation of the Purchaser shall be reduced by the amount of any Tax Burden related to the Tax Refund or the unused Tax provision.

  • Buyer shall remain liable to the Seller Equityholders for reimbursement of the Net Tax Burden, and any interest and penalties related thereto, for the period of time extending and corresponding to the applicable statute of limitations during which the Internal Revenue Service can audit and examine the Federal and State Tax Returns of the Seller Equityholders and assess additional taxes thereon.

  • Borrower shall be permitted to make distributions to its members in an aggregate amount equal to the Increased Tax Burden of its members.

  • In addition, Hotels LP will indemnify the Beneficiaries and hold them harmless from any Tax Burden resulting from the voluntary disposition of any of the Protected Properties by Hotels LP or any other entity controlled by JQH Hotels.

Related to Tax Burden

  • Transfer Taxes means all transfer, sales, use, real property transfer, goods and services, value added, documentary, stamp duty, gross receipts, excise, transfer and conveyance Taxes and other similar Taxes, duties, fees or charges.

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

  • Transaction Taxes has the meaning set forth in Section 2.6.

  • Tax Liability means the total taxes due to a municipal corporation for the taxable year, after allowing any credit to which the taxpayer is entitled, and after applying any estimated tax payment, withholding payment, or credit from another taxable year.

  • Tax area means a geographic area created by the overlapping boundaries of one or more taxing entities.