Tax Survival Date definition

Tax Survival Date means the date that is thirty (30) days after all applicable statutes of limitations, including waivers and extensions, have expired with respect to the Tax Warranty.
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Tax Survival Date means (i) with respect to any Consolidated Return Tax Liability, the date that is 30 days after the expiration of the applicable statute of limitation with respect to such Taxes or (ii) otherwise, the date that is two years after the Closing Date.
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Tax Survival Date has the meaning set forth in Section 9.1 hereof.
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Examples of Tax Survival Date in a sentence

  • Any claim for indemnification shall commence with the delivery of Purchaser of a Claim Notice to the indemnifying party(ies) on or prior to the Survival Date or the Tax Survival Date, as applicable, after which date the obligation to indemnify shall terminate with respect to any claim except those which were specifically identified in a Claim Notice prior to such date.

  • Furthermore, the Notice of Claim must be received by the Indemnifying Part by no later than the Survival Date or Tax Survival Date, as applicable.

  • The Seller and Buchanan shall not have any Liability for claims for indemnification made under this Article 9 unless a Claim Notice (as defined below) is provided by the Purchaser to the Seller and Buchanan prior to the expiration of the General Survival Date, the Extended Survival Date or the Tax Survival Date, whichever is applicable.

  • Subject to the following requirements, the Escrow Fund shall be in existence immediately following the Effective Time and shall automatically terminate at 11:59 p.m. (ET) on the Tax Survival Date (the “Escrow Period”).

  • No claim may be asserted by the Buyer Indemnitees pursuant to this Section 6.11(a) following the Tax Survival Date.


More Definitions of Tax Survival Date

Tax Survival Date shall have the meaning given to it in Section 6.11(a).
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Related to Tax Survival Date

  • Survival Date has the meaning set forth in Section 9.1.

  • Survival Period has the meaning set forth in Section 11.1.

  • Indemnification Period means the period of time during which Indemnitee shall continue to serve as a director or as an officer of the Corporation, and thereafter so long as Indemnitee shall be subject to any possible Proceeding arising out of acts or omissions of Indemnitee as a director or as an officer of the Corporation.

  • Claim Period means the period of time during which a Settlement Class Member must submit a Claim Form to be eligible to receive a Cash Benefit or Billing Credit Option as part of the Settlement. The Claim Period shall commence not later than thirty (30) days after the Preliminary Approval Date, as defined herein, and shall conclude not more than ninety (90) days after it commences.

  • Indemnification Notice has the meaning set forth in Section 11.3(a).

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Revival Period means the period of five consecutive years from the date of discontinuance of the Policy, during which period the Policyholder is entitled to revive the Policy, which was discontinued due to the non-payment of Premium, in accordance with the terms of Revival of a Policy.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Dispute Period shall have the meaning specified in Section 9.3(a).

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Indemnification Event means any event, action, proceeding or claim for which a Person is entitled to indemnification under this Agreement.

  • Claim Notice has the meaning set forth in Section 8.4(a).

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Indemnity Cap has the meaning set forth in Section 8.4.3.

  • Tax Matters means all tax matters including criminal tax matters,

  • Seller’s Warranties means the warranties given by the Seller pursuant to Clause 9 and Schedule 9, and “Seller’s Warranty” means any one of them;

  • Buyer Fundamental Representations has the meaning set forth in Section 8.01.

  • Buyer Losses shall have the meaning set forth in Section 8.2.

  • Indemnification Cap has the meaning set forth in Section 9.4(a).

  • Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).

  • Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.

  • Tax Warranty means a representation or warranty in Sections 3.17 or 3.19.

  • Indemnification Escrow Agreement means that certain Indemnification Escrow Agreement in the form attached hereto as Exhibit D, with such changes as may be agreed to among the Buyer, the Seller and the Escrow Agent.

  • Tax Warranties means the warranties set out in part 3 of schedule 8 (Tax)

  • Claims Period means the period during which a claim for indemnification may be asserted hereunder by an Indemnified Party.