Tax Settlement definition

Tax Settlement shall have the meaning set forth in Section 6.4(b) of this Agreement.

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Tax Settlement means and includes the Company's tax debt as a result of a settlement agreement with the IRS following an audit by the IRS, more particularly described in Exhibit B, as well as any tax debt owed or payable by the Company or its subsidiaries, for tax periods after the fiscal year end 1996 as a result of the settlement agreement attached as Exhibit B hereto or any adjustments or agreements made in or as a result of said settlement agreement.

Tax Settlement is defined in Section 8(b).

Examples of Tax Settlement in a sentence

If such a dispute has occurred, then the Federal Tax Settlement Payment shall become payable as provided in Section 3(d)(iv)(D) hereof.
Any disagreement between the parties will be resolved through the Tax Settlement Procedure.
This Agreement constitutes the full and entire understanding and agreement among the Parties with regard to the subject hereof and supersedes any prior negotiations, representations or agreements, written or oral, with respect to such subject matter; provided, however, that nothing herein shall amend, modify, or supersede the Tax Settlement and Resolution Agreement dated October 15, 2017, which the Parties intend to remain in full force and effect.
Within fifteen (15) days after receiving a Parent Federal Tax Settlement Payment Schedule or a Final Parent Federal Tax Settlement Payment Schedule, Company will notify Parent of any disagreement with the Tax benefit calculation reflected thereon.
If the Tax Settlement Auditor is unable to make a determination with respect to any disputed issue within five (5) Business Days prior to the due date (including extensions) for the filing of the Tax Return in question, then WorldCom may file such Tax Return on the due date (including extensions) therefor without such determination having been made and without AOL's consent.
The fees and expenses of the Tax Settlement Auditor shall be paid one-half by WorldCom, on the one hand, and one-half by AOL, on the other.
Notwithstanding the filing of such Tax Return, the Tax Settlement Auditor shall make a determination with respect to any disputed issue, and the amount of Taxes that are allocated to AOL pursuant to Section 6.2(c) or Section 6.2(a)(v), as the case may be, shall be as determined by the Tax Settlement Auditor.
Any such objections will be resolved through the Tax Settlement Procedure.
Buyer shall be required to sign such Tax Returns only if Buyer is advised in writing by the Tax Settlement Firm that the filing of such Tax Returns would not subject the applicable Acquired Entity to Tax penalties excluding late filing penalties.
The fees and expenses of the Tax Settlement Auditor shall be shared equally by Buyer and Sellers.

More Definitions of Tax Settlement

Tax Settlement means any of (1) an offer or credible indication or suggestion made by or on behalf of the relevant Governmental Authority, (2) an offer made by the Sellers on behalf of the relevant Acquired Company, subject to the approval of Purchaser, and tentatively accepted or acknowledged by such Governmental Authority, subject to the approval of Purchaser or the relevant Acquired Company, in each case, by virtue of which, through the payment of a certain amount, the Tax claim would be terminated without further liability to the Purchaser or the relevant Acquired Company. If the Purchaser reasonably believes that an Acquired Company would likely suffer adverse effect as the result of the ongoing dispute of a Tax claim (a "Pay-Off Tax Claim") by Sellers, as the Indemnifying Party, Purchaser may request, in writing, that the Sellers provide a letter (a "Tax Claim Pay-Off Letter") setting out the amount (the "Tax Claim Pay-Off Amount") of the Certified Expected Cost (as defined below) of such Pay-Off Tax Claim together with supporting documentation. Sellers shall provide such Tax Claim Pay-Off Letter and payment of the Tax Claim Pay-Off Amount to the Purchaser within 60 days after the Tax Expert (as defined below) is selected and engaged, and Seller and its affiliates and any Seller Indemnifying Parties will be fully released from any obligations and liabilities for or in respect of such Pay-Off Tax Claim and related liabilities, including indemnification for Losses and other obligations under this Agreement in relation thereto, irrespective of the final settlement, compromise or resolution of such Tax claim. If Purchaser, upon final settlement, compromise or resolution of such Pay-Off Tax Claim, pays or is liable for an amount that is less than the Tax Claim Pay-Off Amount, then Purchaser will promptly pay such shortfall to Seller after deducting all out-of-pocket and third party costs and expenses of Purchaser associated with defending such Pay-Off Claim. The "Certified Expected Cost" of a Pay-Off Tax Claim is the amount that Sellers would be reasonably likely to be required to pay to the relevant Governmental Authority to settle the Pay-Off Tax Claim, determined by multiplying (p) the amount the Governmental Authority would reasonably likely be awarded by a court of competent jurisdiction if the Pay-Off Tax Claim were litigated and decided in favor of such Governmental Authority, by (q) the probability (expressed as a percentage) that such Governmental Authority wou...

Tax Settlement means a written agreement by one or more of the Borrowers and the U.S. Internal Revenue Service ("IRS") under which such Borrowers will pay and the IRS will accept payment of the Specified Taxes in substantially equal monthly installments over a period of not less than ten (10) months.

Tax Settlement shall have the meaning set forth in Section 10.7.

Tax Settlement means a settlement between the Issuer and applicable Tax Authorities of disputed tax and penalty amounts for all periods up to and including December 31, 1995.

Tax Settlement means an amount, to be paid prior to February 15 of each year, (a) paid by Borrower to Landec in the amount by which the Quarterly Tax Distributions made during the preceding year are less than the Annual Tax Amount for that Fiscal Year, or (b) paid by Landec to Borrower in the amount by which the Quarterly Tax Distributions made during the preceding Fiscal Year exceeded the Annual Tax Amount for the preceding Fiscal Year.

Tax Settlement means a Tax Settlement involving a payment not in excess of NIS 22.5 million.