Tax Consideration definition

Tax Consideration has the meaning set forth in Section 2.14(a).

Tax Consideration has the meaning set forth in Section 5.7(g).

Tax Consideration shall have the meaning specified in Section 6.12(b).

Examples of Tax Consideration in a sentence

• Each of the Parties shall promptly notify the other Parties in writing upon receipt of notice or any pending or threatened Tax audit or assessment challenging any allocation of the Tax Consideration.

• In that connection within one hundred and twenty (120) days following the final determination of the Final Calculations, Purchaser shall in determine and prepare a schedule setting forth the allocation of the Tax Consideration among the assets of the Company (the “Allocation Schedule”) and provide such Allocation Schedule to the Seller Representative for its review.

• Determination of phenolic acids and flavonoids of apple and pear by high-performance liquid chromatography.

• In the event that any taxing authority disputes the allocation of the Total Tax Consideration among the Assets as reflected by either Buyer or Seller on their respective Tax Returns, Buyer or Seller, as the case may be, shall promptly notify the other party of the existence and nature of such dispute, and upon the resolution of such dispute, advise the other party of the details of such resolution.

• No later than 90 days after the Closing Date, Seller shall prepare and deliver to IDB Buyer the proposed allocation of the Tax Consideration in a manner consistent with the U.S.-Foreign Tax Allocation (the “Proposed Tax Allocation”) for purposes of Section 1060 of the Code.

More Definitions of Tax Consideration

Tax Consideration means the Cash Consideration together with any other amounts treated as a transfer of consideration pursuant to Treasury regulations Section 1.707-3(a)(1), which for the avoidance of doubt, includes any amount of liabilities other than “qualified liabilities” (within the meaning of Treasury regulations Section 1.707-5(a)(6)) deemed to be assumed by the Partnership in connection with the transactions contemplated hereby.

Tax Consideration shall have the meaning set forth in Section 3.6(a).

Tax Consideration means the amount properly treated as consideration for U.S. federal income tax purposes in connection with the transactions contemplated by this Agreement, the MIPSA, and the EIPA.

Tax Consideration means the amount required under Section 1060 of the Code to be allocated among the Xxxxx Xxxxxx Canadian Transferred Assets.

Tax Consideration has the meaning set forth in Section 6.03(h)(ii).

Tax Consideration shall have the meaning given such term in Section 1.08(a) hereof.

Tax Consideration means the consideration deliverable hereunder to the Unitholders that is treated as purchase price for U.S. federal income Tax purposes, including, to the extent properly taken into account under Applicable Law, the assumption (or deemed assumption) of liabilities.