Tax Indemnification Event definition

Tax Indemnification Event means a Final Determination having been made regarding a liability for Taxes.
Tax Indemnification Event has the meaning set forth in Section 8.4(b).
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

Examples of Tax Indemnification Event in a sentence

  • Such notice shall contain factual information (to the extent known to the recipient party) with respect to the Tax Indemnification Event in reasonable detail and shall include copies of any notice or other document received from any Governmental Authority in respect thereof.

  • Such notice shall contain factual information (to the extent known to Buyer or the Company) with respect to the Tax Indemnification Event in reasonable detail and shall include copies of any notice or other document received from any Taxing authority in respect thereof.

  • If Seller elects to direct a Contest it shall within 15 business days of receipt of the notice of the Tax Indemnification Event relating to such Contest notify Buyer of its intent to do so and, if requested by Buyer, Seller shall furnish to Buyer in due course, as a condition to further pursuing such Contest, an opinion of Seller's independent Tax counsel to the effect that Seller has a reasonable basis to pursue such Contest.

  • Such notice will contain factual information (to the extent known to the Tax Indemnitee or its Affiliates) with respect to the Tax Indemnification Event in reasonable detail and will include copies of any notice or other written communication received from any Taxing Authority in respect thereof.

  • If the Sellers elect to direct a Tax Contest, they shall promptly notify the Purchaser of their intent to do so and in any event within sixty (60) days of receipt of the notice of the Tax Indemnification Event relating to such Tax Contest.

  • Such notice shall contain factual information (to the extent known to the Buyer or its Affiliates) with respect to the Tax Indemnification Event in reasonable detail and shall include copies of any notice or other document received from any Governmental Entity in respect thereof.

  • Such notice shall contain factual information (to the extent known to the Purchaser or its Affiliates) with respect to the Tax Indemnification Event in reasonable detail and shall include copies of any notice or other document received from any taxing authority in respect thereof.

  • If the Shareholders elect to direct any Tax Audit as permitted under the first sentence of this Section 5.2(c)(ii), they shall promptly notify the Buyer of the intent to do so and in any event within sixty (60) days of receipt of the notice of the Tax Indemnification Event relating to such Tax Audit.


More Definitions of Tax Indemnification Event

Tax Indemnification Event is defined in Section 9.14(a).
Tax Indemnification Event is defined in Section 6.3(a).
Tax Indemnification Event means a Final Determination having been made regarding a liability for Taxes. “Tax Proceeding” means any audit, examination, contest, litigation or other Proceeding relating to Taxes.
Tax Indemnification Event is defined in Section 8.1(c).
Tax Indemnification Event has the meaning set forth in Section 5.2(c)(i). (wwwww) “Tax Return” means any return, declaration, report, estimate, claim for refund, or information return or statement relating to, or required to be filed in connection with, any Taxes, including any schedule, form, attachment or amendment. (xxxxx) “Third Party Claim” has the meaning set forth in Section 6.3. (yyyyy) “Threshold Amount” has the meaning set forth in Section 6.5(a).