Tax Sharing Agreement definition

Tax Sharing Agreement means any existing agreement binding any Person or any of its Subsidiaries that provides 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, other than agreements entered into in the ordinary course of business that do not have as a principal purpose addressing Tax matters.

Tax Sharing Agreement means any tax sharing or profit and loss pooling or similar agreement with customary or arm’s-length terms entered into with any Parent or Unrestricted Subsidiary, as the same may be amended, supplemented, waived or otherwise modified from time to time in accordance with the terms thereof and of this Indenture.

Tax Sharing Agreement means the Tax Sharing Agreement, dated as of July 3, 2007, between the Company and Holding, as amended and restated, as the same may be further amended, supplemented, waived or otherwise modified from time to time in accordance with the terms thereof and of this Indenture.

Examples of Tax Sharing Agreement in a sentence

• In the event of a conflict between this Agreement and the Tax Sharing Agreement, the provisions of the Tax Sharing Agreement shall prevail.

• This Agreement shall not apply to Taxes (which are covered by the Tax Sharing Agreement).

• Notwithstanding anything to the contrary in this Agreement, the rights and obligations of the Parties with respect to any and all tax matters shall be exclusively governed by the provisions of the Tax Sharing Agreement, except as set forth therein.

• For the avoidance of doubt, the allocation of Taxes, indemnification for Taxes, control of Tax proceedings, exchange of Tax information and the retention of Tax records shall be governed exclusively by the Tax Sharing Agreement.

• For U.S. federal income Tax purposes, the Parties shall treat the payment of Assumed Tyco Contingent Liabilities (and costs and expenses relating to Assumed Tyco Contingent Liabilities, as the case may be) as set forth in the Tax Sharing Agreement.

More Definitions of Tax Sharing Agreement

Tax Sharing Agreement means any Tax indemnity, Tax sharing, Tax allocation or similar agreement.

Tax Sharing Agreement shall have the meaning provided in Section 5.05.

Tax Sharing Agreement means the Amended and Restated Agreement for the Allocation of Income Tax Liabilities and Benefits, dated January 1, 1994, as amended or supplemented from time to time, by and among Issuer, each of the members of the Consolidated Group (as defined therein), and each of the corporations that become members of the Consolidated Group.

Tax Sharing Agreement has the meaning set forth in the Separation and Distribution Agreement.

Tax Sharing Agreement has the meaning set forth in Section 8.3(c).

Tax Sharing Agreement the Tax Sharing Agreement, dated as of the Closing Date, among the Borrower, Holding, Investment Holding and Holding Parent, as the same may be amended, supplemented, waived or otherwise modified from time to time.

Tax Sharing Agreement means the Tax Sharing Agreement dated June 16, 1997, by and among Holdings, Borrower and Subsidiaries.