Tax Conditions definition

Tax Conditions means, with respect to the premium being paid by Takeda to Ultragenyx under the Common Stock Purchase Agreement, Ultragenyx’s confirmation of receipt of the tax residence certificate (IRS Form 6166) from the U.S. Internal Revenue Service specified in Section 11.11(c) and appropriate submission of such certificate and required forms and information with the Osaka Regional Taxation Bureau.
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Tax Conditions means the following:
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Tax Conditions means (i) the Acquisition (as defined in the Charter) and Beneficial Ownership (as defined in the Charter) of Common Stock by Holder permitted by reason of the Ownership Limit Waiver (as defined in the Amended and Restated Ownership Limit Waiver Agreement) shall not and is not reasonably expected to cause the Company to be considered to own for purposes of Section 856(d)(2)(B), applying the applicable constructive ownership rules, an interest in any one or more tenants of the Company and its subsidiaries that is described in Section 856(d)(2)(B) of the Code and from which the Company derives, in the aggregate, more than 0.5% of its gross income for any calendar year; (ii) the Acquisition and Beneficial Ownership of Common Stock by Holder permitted by reason of the Ownership Limit Waiver shall not and is not reasonably expected to cause the Corporation to fail to qualify as a "domestically-controlled REIT" within the meaning of Section 897(h)(2) of the Code; or (iii) the Acquisition and Beneficial Ownership of Common Stock permitted by reason of the Ownership Limit Waiver shall not and will not cause any individual (within the meaning of Section 542(a)(2) of the Code, determined taking into account Section 856(h)(3)(A) of the Code) to be considered to have Beneficial Ownership of the Company's stock that violates the Ownership Limit, as increased by the Board pursuant to Section 12.9 of the Charter). [Remainder of Page Intentionally Left Blank; Signature Page Immediately Follows] THE XXXXX CORPORATION By: /s/ XXXXX X. XXXXXXXX -------------------------------------- Name: XXXXX X. XXXXXXXX -------------------------------------- Title: PRESIDENT AND CHIEF OPERATING OFFICER -------------------------------------- THE XXXXX LIMITED PARTNERSHIP By: THE XXXXX CORPORATION Its: General Partner By: /s/ XXXXX X. XXXXXXXX -------------------------------------- Name: XXXXX X. XXXXXXXX -------------------------------------- Title: PRESIDENT AND CHIEF OPERATING OFFICER -------------------------------------- [Signature Page to Amended and Restated Contingent Securities Purchase Warrant]
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Examples of Tax Conditions in a sentence

  • For purposes of the FIRB Condition, Parent acknowledges that standard tax compliance conditions imposed by Treasurer of the Commonwealth of Australia (or his delegate) consistent with those set out in Part A of Attachment A of Guidance Note 47 (Tax Conditions) issued by the Foreign Investment Review Board (updated 24 November 2016) will be acceptable to Parent.

  • Arsenal shall not demand payment under the PLR Bank Guarantee unless and until each of the Transaction Tax Conditions or the Post-Closing Franchise Tax Conditions, as the case may be, shall have been satisfied following receipt by Manchester from Arsenal of a request for payment in accordance with the Transaction Tax Condition or Post-Closing Franchise Tax Condition, as the case may be.

  • Alternatively, if the 382 Analysis indicates that the Tax Conditions are not Satisfied, then (i) the Tax Deficit as set forth in the Section 382 Study shall be less than or equal to $5,000,000.00 and (ii) Seller shall have agreed, in writing, to reduce the Purchase Price by the amount of the Tax Deficit.

  • Unless the Board, acting fairly and reasonably determines otherwise, any notice of exercise shall, subject to Rule 16.2 ( Tax Conditions Prior to Vesting and/or Exercise), take effect only when the Company receives it, together with payment of the Exercise Price (or, if the Board so permits, an undertaking to pay that amount).

  • Transfer or AllotmentAs soon as reasonably practicable after an Option has been exercised, the Company shall, subject to Rule 16 ( Tax Withholding) and any arrangement made under Rule 16.2 (Tax Conditions prior to Vesting and/or Exercise), transfer or procure the transfer to the Participant (or a nominee for them) or, if appropriate, allot to them (or a nominee for them) the number of Shares in respect of which the Option has been exercised.

  • Where a Relevant Proposal will, or may reasonably be expected to, result in the Tax Conditions ceasing to apply in a manner whereby the Performing Subsidiary could withhold Funding Payments, the NSW Government will be entitled to reject that Relevant Proposal.

  • If the 382 Analysis indicates that the Tax Conditions are satisfied, then Purchaser shall have received the 382 Opinion from Sxxxxxx.


More Definitions of Tax Conditions

Tax Conditions means the standard tax conditions included in items 1 to 6 of Part D (D: Examples of Tax Conditions) of Guidance Note 12 issued by FIRB. Tb means terbium.
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Related to Tax Conditions

  • Special Conditions means Special Conditions of Contract, which override the General Conditions, also referred to as SCC.

  • General Conditions means the “International Development Association General Conditions for Credits and Grants”, dated July 1, 2005 (as amended through October 15, 2006).

  • General Condition means these General Terms and Conditions of Contract.

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Environmental Condition means any condition or circumstance, including the presence of Hazardous Substances which does or would (i) require assessment, investigation, abatement, correction, removal or remediation under any Environmental Law, (ii) give rise to any civil or criminal Liability under any Environmental Law, (iii) create or constitute a public or private nuisance or (iv) constitute a violation of or non-compliance with any Environmental Law.

  • Conditions Precedent shall have the meaning set forth in Clause 4.2.

  • Emergency medical condition means a medical condition manifesting itself by acute symptoms of sufficient severity (including severe pain) so that a prudent layperson, who possesses an average knowledge of health and medicine, could reasonably expect the absence of immediate medical attention to result in a condition described in clause (i), (ii), or (iii) of section 1867(e)(1)(A) of the Social Security Act (42 U.S.C. 1395dd(e)(1)(A)).