TAX SHARING definition

TAX SHARING. AGREEMENT shall mean the Tax Sharing and Management Consulting Agreement dated as of July 2, 1997, between Parent and Xxxxxxxxx, as amended prior to the Closing Date and as further amended, restated or otherwise modified from time to time in accordance with the terms hereof. TAXES shall mean all federal, state, municipal and other governmental taxes, levies, charges, claims and assessments which are or may be owed by any Credit Party with respect to its business, operations, Collateral or otherwise. TERMINATION DATE shall mean the date occurring three (3) years from the Closing Date and the same date in every year thereafter.
Sample 1
TAX SHARING. AGREEMENT shall mean that certain Tax Sharing Agreement dated as June 1, 1998 by and among the Borrower, AWAC, the Parent and Delta Housing. TERM LOAN shall have the meaning given to such term in Section 2.1; Term Loans shall mean collectively all of the Term Loans. TERM LOAN COMMITMENT shall mean, as to any Bank at any time, the amount initially set forth opposite its name on SCHEDULE 1.1(B) in the column labeled "Amount of Commitment for Term Loans," and thereafter on Schedule I to the most recent Assignment and Assumption Agreement executed by such Bank, and Term Loan Commitments shall mean the aggregate Term Loan Commitments of all of the Banks. TERM NOTES shall mean collectively and Term Note shall mean separately all of the Term Notes of the Borrower in the form of EXHIBIT 1.1(T) issued by the Borrower at the request of a Bank pursuant to Section 2.3 evidencing the Term Loans, together with all amendments, extensions, renewals, replacements, refinancings or refunds thereof in whole or in part. THUNDER BASIN LLC AGREEMENT shall mean that certain Limited Liability Company Agreement, dated as of July 10, 1997, as amended, of Thunder Basin Coal Company, L.L.C., a limited liability company organized and existing under the laws of the State of Delaware. TRANSFEROR BANK shall mean the selling Bank pursuant to an Assignment and Assumption Agreement. UNIFORM COMMERCIAL CODE shall have the meaning assigned to that term in Section 5.1.21.
Sample 1
TAX SHARING. AGREEMENTS shall have the meaning given to such term in Section 5.1(m). TAXES shall have the meaning given to such term in Section 2.9. TERM LOAN shall have the meaning provided in Section 2.1(a) (and shall include any Incremental Term Loans actually made). TERM LOAN COMMITMENT shall mean, for each Lender, the amount set forth opposite such Lender's name in Schedule I hereto directly below the column entitled "Term Loan Commitment", as same may be reduced from time to time pursuant to the terms of this Credit Agreement.
Sample 1

Examples of TAX SHARING in a sentence

  • STATES (TAX SHARING AND HEALTH GRANTS) ACT 1981 No. 99, 1981 - SECT.

  • TAX SHARING AGREEMENT" means the Tax Sharing Agreement, attached as EXHIBIT F to the Separation Agreement.

  • One-time or non-recurring funding sources should only be utilized to fund one-time expenditures, such as capital improvement projects or to increase fund balance assignments.RESPONSIBLE DEPARTMENT: ECONOMIC DEVELOPMENT DIVISION CONTACT PERSON: ECONOMIC DEVELOPMENT ADMINISTRATOR SUBJECT: TAX SHARING AGREEMENTSTax sharing agreements are one of several economic development incentives used to attract development or specific businesses to the City.

  • Xxxxxxxxx Senior Vice President-Head of Taxation TAX SHARING AGREEMENT Company Acknowledgment Pursuant to Section VII (C) of the Tax Sharing Agreement among Nationwide Life Insurance Company, Inc.

  • EXHIBIT E FORM OF TAX SHARING AGREEMENT TAX SHARING AGREEMENT (the "Agreement"), dated as of _______ __, 1998, between LTC Properties, Inc., a Maryland corporation ("LTC"), and LTC Healthcare, Inc., a Nevada corporation ("Healthcare").

  • The Company (i) is not a party to, is bound by or has any obligation under, any Tax sharing agreement, Tax indemnification agreement or similar contract or arrangement, whether written or unwritten (collectively, "TAX SHARING AGREEMENTS"), or (ii) does not have any potential liability or obligation to any person as a result of, or pursuant to, any such Tax Sharing Agreements.

  • NATURE OF TAX FUNDING ARRANGEMENTS AND TAX SHARING ARRANGEMENTS The head entity, in conjunction with members of the tax-consolidated group, has entered into a tax funding arrangement which sets out the funding obligations of members of the tax-consolidated group with respect to tax amounts.

  • By:______________________________ Name: Title: THE XXXXXXXXX CORPORATION By:______________________________ Name: Title: EXHIBIT E TAX SHARING AGREEMENT THIS AGREEMENT is made this ___ day of November, 1995 between RHI Holdings, Inc., a Delaware corporation ("RHI") and Shared Technologies Inc., a Delaware corporation ("Shared Tech- nologies").

  • SUPERVISOR FLETCHER REQUESTED THE PURPLE SHEET BE ADDED TO THE CONSENT AGENDA WHICH AMENDS AGENDA ITEM NUMBER SEVEN TO INCLUDE THE APPROVAL OF THE TAX SHARING AGREEMENT FOR THE CORRIDOR IMPROVEMENT AUTHORITY WITH THE DELTA TOWNSHIP DISTRICT LIBRARY.

  • FEDERAL INCOME TAX SHARING AGREEMENT Effective January 1, 2015, NMIC entered into a revised Tax Sharing Agreement with a group of affiliated corporations who elect to file a consolidated federal income tax return under Internal Revenue Code §1502 and consolidated or combined state and local income tax or franchise tax returns for the tax year ending December 31, 2015, and subsequent years.

Related to TAX SHARING

  • Tax Sharing Arrangement means any written or unwritten agreement or arrangement for the allocation or payment of Tax liabilities or payment for Tax benefits with respect to a consolidated, combined or unitary Tax Return which includes the Company.

  • Tax Sharing Agreements means all existing agreements or arrangements (whether or not written) binding the Company or any of its Subsidiaries that provide for the allocation, apportionment, sharing or assignment of any Tax liability or benefit, or the transfer or assignment of income, revenues, receipts, or gains for the purpose of determining any Person’s Tax liability.

  • Tax Sharing Agreement means any Tax indemnity agreement, Tax sharing agreement, Tax allocation agreement or similar contract or arrangement, whether written or unwritten (including, without limitation, any such agreement, contract or arrangement included in any purchase or sale agreement, merger agreement, joint venture agreement or other document).

  • Tax Indemnity means the deed of covenant against taxation, in the Agreed Terms, to be entered into on the Closing Date between the Seller and the Purchaser;

  • Sharing means the use by two or more persons, in an arrangement not involving resale, of a telecommunications service provided by a Telecommunications Provider.

  • Tax Indemnity Agreement means the Tax Indemnity Agreement, dated as of even date with the Participation Agreement, between Lessee and Owner Participant.

  • Sharing Agreement means a local marketing, joint sales, shared services or similar Contract.

  • Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.

  • Cost sharing means the respective share of Total Project Costs to be contributed by the Applicant and by DOE. The percentage of Applicant Cost Share is to be applied to the Total Project Cost (i.e., the sum of Applicant plus DOE Cost Shares) rather than to the DOE contribution alone.

  • Member Agreement means collectively the Membership and Account Agreement and any other account information provided to you by us from time to time.

  • Data Sharing Agreement A formal agreement that documents what data is being shared and how the data can be used between the Parties. ‘‘Data Sharing Code of Practice” the code of practice issued by the Information Commissioner in respect to the sharing of personal data.

  • Indemnification Agreements has the meaning set forth in Section 2.5.

  • Arrangement means the arrangement under the provisions of section 192 of the CBCA, on the terms and conditions set forth in the Plan of Arrangement, subject to any amendment or supplement thereto made in accordance with this Agreement and the Plan of Arrangement or made at the direction of the Court in the Final Order;

  • Tax Liability means the total taxes due to a municipal corporation for the taxable year, after allowing any credit to which the taxpayer is entitled, and after applying any estimated tax payment, withholding payment, or credit from another taxable year.

  • Allocation Agreement or “Agreement” shall mean this NMTC Program Allocation Agreement between the Fund and the Allocatee and Subsidiary Allocatee, as the case may be, including the Organization Specific Terms and Conditions (Schedule 1) and the General Allocation Terms and Conditions (Schedule 2) and any attachments hereto, as such Agreement may, from time to time, be amended in accordance with its terms.

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.

  • Contribution Agreements has the meaning set forth in the Recitals.

  • Tax Liabilities means all liabilities for Taxes.

  • closing agreement as described in Section 7121 of the Code (or any corresponding or similar provision of state, local or foreign income Tax law) executed on or prior to the Closing Date; (iii) installment sale or open transaction disposition made on or prior to the Closing Date; or (iv) prepaid amount received on or prior to the Closing Date;

  • Assumed Tax Liability means, with respect to any Member, an amount equal to the excess of (i) the product of (A) the Distribution Tax Rate multiplied by (B) the estimated or actual cumulative taxable income or gain of the Company, as determined for federal income tax purposes, allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, less prior losses of the Company allocated to such Member (or its predecessor) for full or partial Fiscal Years commencing on or after January 1, 2021, in each case, as determined by the Manager and to the extent such prior losses are available to reduce such income over (ii) the cumulative Tax Distributions made to such Member after the closing date of the IPO pursuant to Sections 4.01(b)(i), 4.01(b)(ii) and 4.01(b)(iii) and, if applicable with respect to such Fiscal Year, pursuant to Section 4.1(a) of the Previous LLC Agreement; provided that, in the case of the Corporation, such Assumed Tax Liability (x) shall be computed without regard to any increases to the tax basis of the Company’s property pursuant to Sections 734(b) or 743(b) of the Code and (y) to the extent permitted under the Credit Agreements and applicable Law, shall in no event be less than an amount that will enable the Corporation to meet both its tax obligations and its obligations pursuant to the Tax Receivable Agreement for the relevant Taxable Year; provided further that, in the case of each Member, and for the avoidance of doubt, such Assumed Tax Liability shall take into account any Code Section 704(c) allocations (including “reverse” 704(c) allocations) to the Member.

  • Indemnification Agreement shall have the meaning set forth in Article XVII.

  • SpinCo Contracts means the following contracts and agreements to which either Party or any member of its Group is a party or by which it or any member of its Group or any of their respective Assets is bound, whether or not in writing; provided that SpinCo Contracts shall not include (x) any contract or agreement that is contemplated to be retained by Parent or any member of the Parent Group from and after the Effective Time pursuant to any provision of this Agreement or any Ancillary Agreement or (y) any contract or agreement that would constitute SpinCo Software or SpinCo Technology:

  • Tax Allocations means the allocations set forth in paragraph 4 of Exhibit B.

  • Management Arrangements means the arrangements for the strategic management of the relationship between the Authority and the Contractor, including arrangements for monitoring of the Contractor’s compliance with the Specification, the Service Levels, the Award Procedures and the terms of this Framework Agreement, set out in Schedule 4.