Common use of Allocation of Deductions Clause in Contracts

Allocation of Deductions. (i) To the extent permitted by applicable law, Income Tax deductions arising by reason of exercises of options or vesting or settlement of restricted stock units, in each case, following the Distribution, with respect to New IAC stock or IAC stock (such options and restricted stock units, collectively, “Compensatory Equity Interests”) held by any Person shall be claimed (A) in the case of an IAC Employee or Former IAC Employee, solely by the New IAC Group, (B) in the case of a Match Employee or Former Match Employee, solely by the New Match Group, and (C) in the case of a non-employee director (solely with respect to Compensatory Equity Interests received in his or her capacity as a director), by the Company for which the director serves as a director following the Distribution (provided, that in the case of any director who serves on the board of directors of both New IAC and IAC, each Company shall be entitled only to the deductions arising in respect of such Compensatory Equity Interests denominated in its own stock).

Appears in 2 contracts

Samples: Tax Matters Agreement (Match Group, Inc.), Tax Matters Agreement (IAC/InterActiveCorp)

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Allocation of Deductions. (i) To the extent permitted by applicable law, Income Tax deductions arising by reason of exercises of options or vesting or settlement of restricted stock units, in each case, following the Distribution, with respect to New IAC stock or IAC stock (such options and restricted stock units, collectively, “Compensatory Equity Interests”) held by any Person shall be claimed (Ai) in the case of an IAC Employee or Former IAC Employee, solely by the New IAC Group, (Bii) in the case of a Match Employee or Former Match Employee, solely by the New Match Group, and (Ciii) in the case of a non-employee director (solely with respect to Compensatory Equity Interests received in his or her capacity as a director), by the Company for which the director serves as a director following the Distribution (provided, that in the case of any director who serves on the board of directors of both New IAC and IAC, each Company shall be entitled only to the deductions arising in respect of such Compensatory Equity Interests denominated in its own stock).

Appears in 2 contracts

Samples: Transaction Agreement (Match Group, Inc.), Transaction Agreement (Match Group, Inc.)

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