Tax Holdback Amount definition

Tax Holdback Amount means an amount equal to $500,000, which amount is included with the General Holdback Amount.
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Tax Holdback Amount means the sum of [REDACTED – TAX HOLDBACK AMOUNT].
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Tax Holdback Amount means an amount equal to $100,000 less any amounts that are set-off against the Tax Holdback Amount by Purchaser on or prior to the Tax Holdback Release Date pursuant to the terms of this Agreement.
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Examples of Tax Holdback Amount in a sentence

  • The Disputed Tax Holdback Amount shall not constitute a limitation on the Globe's rights under Section 12 hereof in the event that such amount shall be insufficient to finally resolve the California Tax Claim.

  • If a Tax Certificate is not delivered to Buyer at Closing, or if the Tax Certificate delivered at Closing does not cover all periods up to and including the Closing Date, Buyer shall make a good faith estimate (based on the recommendations of Seller's and Buyer's respective independent accountants) of an amount sufficient to cover all Texas Taxes that are due and unpaid by Seller for all periods up to and including the Closing Date, and this amount shall be deemed to be the Tax Holdback Amount.

  • If the Tax Holdback Amount is exhausted or insufficient to cover such resulting amount, any Accrued Income Taxes over and above the available Tax Holdback Amount shall be subtracted from the Holdback Amount and paid to the appropriate taxing authorities.

  • The Bulk Sales Tax Holdback Amount will be disbursed pursuant to Section 1.12.

  • To the extent the Tax Holdback Amount is greater than the final Warranty Tax Liability, and upon Purchaser’s receipt of satisfactory evidence that the Warranty Tax Liability has been satisfied in full, the Purchaser shall distribute such excess amount to Sellers by wire transfer of funds to an account of Sellers designated by Sellers.

  • Notwithstanding anything in this Agreement to the contrary, the Globe may withhold from the Target Shareholders participating in the Merger, on a pro rata basis (based upon their respective entitlement to the Cash Consideration), an aggregate of $76,320 (the "Disputed Tax Holdback Amount") pending resolution of the Notice of Tax Assessment from the State of California for corporate taxes for 2002 (the "California Tax Claim").

  • For the avoidance of doubt, Purchaser shall have no further right of recovery under this Section 2.18(a) once the Tax Holdback Amount has been exhausted or released.

  • The Shareholders will timely file all tax returns, statements, reports, and forms (including estimated tax returns and reports and information returns and reports) required to be filed with any taxing authority with respect to, and will therewith timely pay from the Tax Holdback Amount, all accrued and unpaid federal and state income taxes arising out of Trans Waste's operations through August 31, 1998 ("Accrued Income Taxes") as provided under Section 9.2(g) hereof.

  • Acquirer may correct and pay any Sales Tax Liability without further notice or any consent from the Stockholders’ Agent (“Discretionary VDA Amounts”); provided that the aggregate amount of such Discretionary VDA Amounts do not exceed the Sales Tax Holdback Amount.

  • Distributions of the Stockholder Tax Holdback Amount and the Stockholder Tax Special Fund shall be governed pursuant to the terms and conditions of Section 8.04.


More Definitions of Tax Holdback Amount

Tax Holdback Amount means an amount equal to $8,000,000.
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Tax Holdback Amount means $1,000,000.
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Related to Tax Holdback Amount

  • Holdback Amount has the meaning set forth in Section 2.06(a).

  • Indemnity Escrow Amount means $3,000,000.

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Escrow Cash is defined in Section 4.1(a).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Adjustment Escrow Amount means $1,000,000.

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

  • Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.

  • Working Capital Escrow Amount means $1,000,000.

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C of the Plan.

  • Adjustment Escrow Funds means the amounts held in the Adjustment Escrow Account, including any dividends, interest, distributions and other income received in respect thereof, less any losses on investments thereof, less distributions thereof in accordance with this Agreement and the Escrow Agreement.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Purchase Price Adjustment Escrow Amount means $3,000,000.

  • Closing Payment Amount shall have the meaning set forth in Section 3.1(a).

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

  • Cash Portion is defined in Section 2.2(a)(iii) hereof.

  • Indemnification Escrow Fund means the Indemnification Escrow Amount deposited into escrow pursuant to the Escrow Agreement, together with any interest and income earned thereon.