Tax Indemnity Amount definition

Tax Indemnity Amount means any amount payable by the Unit Holder under clause 5.

Tax Indemnity Amount shall have the meaning set forth in Paragraph 3.

Tax Indemnity Amount means an amount equal to the excess of (i) the -------------------- Federal, state and local income tax liability of the Holder in respect of his gain that had not yet been recognized on the sale of the Payee's shares pursuant to the NPM Stock Purchase Agreement (such tax liability to be determined based upon the Holder's effective Federal, state and local income tax rate on long-term capital gains in effect as of the date of payment under this Note) over (ii) the present value, as of the date of payment, of such tax liability assuming the principal amount of this Note were paid on the maturity date set forth herein using a discount rate that would apply to obligations of substantially the same creditworthiness as this Note and using the tax rate used in clause (i) above (such excess to be determined by a nationally recognized independent certified public accounting firm appointed by the Holder and Company); provided that if the Holder and the Company cannot agree upon the selection of such a firm, such firm shall be selected by three individuals unaffiliated with either the Holder or the Company, one each of such individuals to be selected by the Holder and the Company, and the third such individual to be selected by the first two individuals.

Examples of Tax Indemnity Amount in a sentence

• Notwithstanding anything to the contrary in this Section 2.6, so long as no Event of Default has occurred and is continuing, if a Lender fails to deliver a Tax Certificate, Borrower shall not be required to pay the Withholding Tax Indemnity Amount, if any, unless and until such Lender delivers the Tax Certificate.

• In determining the Tax Indemnity Amount, no effect shall be given to the Indemnified Parties' tax deductions, tax credits, tax carry forwards nor to any other of their tax benefits or tax attributes.

• The Tax Indemnity Amount shall be payable by Home Properties to each Indemnified Party not later than thirty (30) days following the filing of tax returns for the Indemnified Party for the year in question.

• If the conditions set forth in subparagraph a or subparagraph b are not met, the Indemnitee shall report the Tax Event on his tax returns and Prime shall pay to Indemnity his Tax Indemnity Amount with respect to such Tax Event.

• If the conditions set forth in subparagraph a or subparagraph b are not met, the Indemnitees shall report the Tax Event on their respective tax returns and Prime shall pay to each Indemnity his Tax Indemnity Amount with respect to such Tax Event.

More Definitions of Tax Indemnity Amount

Tax Indemnity Amount means the amount determined in accordance with Section 5.1.4 of this Appendix 4.13.2;

Tax Indemnity Amount means, with respect to each of the Common -------------------- Limited Partner and the Preferred Limited Partner, the sum of (i) the Tax Loss Amount, plus (ii) from the date of the Tax Indemnity Event, the Implicit Rate, compounded quarterly, times the Tax Loss Amount, plus (iii) the amount of all income taxes payable by such Limited Partner as a result of the allocation of income to such Limited Partner in connection with the distribution required by subsection 4.6 with respect to the Tax Indemnity Amount (which allocation will take into account all of the elements of the Tax Indemnity Amount, including the calculation required pursuant to this clause (iii)), minus (iv) distributions to such Limited Partner pursuant to subsection 4.6 hereof.

Tax Indemnity Amount means an amount equal to the excess of (i) the -------------------- Federal, state and local income tax liability of the Holder in respect of his gain that had not yet been recognized on the sale of the Payee's shares pursuant to the NPM Stock Purchase Agreement (such tax liability to be determined based upon the Holder's effective Federal, state and local income tax rate on long- term capital gains in effect as of the date of payment under this Note) over

Tax Indemnity Amount has the meaning set forth in Section 6.6(a)(iv).

Tax Indemnity Amount. Has the meaning set forth in Schedule 14.1.

Tax Indemnity Amount means an amount equal to $10,000,000 minus any Tax Claims paid to any taxing authority or to the Purchaser to satisfy any claim described in Sections 12.4(a), 12.4(b) or 12.6 of this Agreement in respect of Taxes imposed on the Company or any of its Subsidiaries.

Tax Indemnity Amount has the meaning given to such term in Clause 4.4(a).