Common use of Allocation of Taxable Items Clause in Contracts

Allocation of Taxable Items. CEI shall determine the amounts of income, gain, loss, deduction, and credit of the Holdings Group for the Pre-Deconsolidation Period that are properly includible in the Consolidated Return for the taxable year which includes the Deconsolidation Date. For all relevant purposes of this Agreement, the members of the Holdings Group and each Holdings Combined Group shall cease to be members of the Consolidated Group as of the end of the Deconsolidation Date, and the Holdings Group shall cause the book of account of the Holdings Group to be closed for accounting and Tax purposes as of the end of the Deconsolidation Date in accordance with CEI’s direction. In determining consolidated taxable income for the taxable period that ends on the Deconsolidation Date, the income and other items of the Holdings Group shall be determined in good faith by CEI in accordance with Treasury Regulations §§ 1.1502-76(b)(1), 1.1502-76(b)(2)(i) and 1.1502-76(b)(2)(iv) and no election shall be made under § 1.1502-76(b)(2)(ii)(D) to ratably allocate items. However, an allocation shall be made in good faith by CEI under Treasury Regulations § 1.1502-76(b)(2)(iii) if such allocation is determined by CEI in good faith to be necessary to appropriately allocate items in the event the Deconsolidation Date occurs on any date other than the last day of any month.

Allocation of Taxable Items. CEI BioTime shall determine the amounts of income, gain, loss, deduction, and credit of the Holdings AgeX Group for the Pre-Deconsolidation Period that are properly includible in the Consolidated Return for the taxable year which includes the Deconsolidation Date. For all relevant purposes of this Agreement, the members of the Holdings AgeX Group and each Holdings AgeX Combined Group shall cease to be members of the Consolidated Group as of the end of the Deconsolidation Date, and the Holdings AgeX Group shall cause the book of account of the Holdings AgeX Group to be closed for accounting and Tax purposes as of the end of the Deconsolidation Date in accordance with CEIBioTime’s direction. In determining consolidated taxable income for the taxable period that ends on the Deconsolidation Date, the income and other items of the Holdings AgeX Group shall be determined in good faith by CEI BioTime in accordance with Treasury Regulations §§ 1.1502-76(b)(1), 1.1502-76(b)(2)(i) and 1.1502-76(b)(2)(iv) and no election shall be made under § 1.1502-76(b)(2)(ii)(D) to ratably allocate items. However, an allocation shall be made in good faith by CEI BioTime under Treasury Regulations § 1.1502-76(b)(2)(iii) if such allocation is determined by CEI BioTime in good faith to be necessary to appropriately allocate items in the event the Deconsolidation Date occurs on any date other than the last day of any month.

Allocation of Taxable Items. CEI Halliburton shall determine the amounts of income, gain, loss, deduction, and credit of the Holdings KBR Group for the Pre-Deconsolidation Period that are properly includible in the Consolidated Return for the taxable year which includes the Deconsolidation Date. For all relevant purposes of this Agreement, the members of the Holdings KBR Group and each Holdings KBR Combined Group shall cease to be members of the Consolidated Group as of the end of the Deconsolidation Date, and the Holdings KBR Group shall cause the book of account of the Holdings KBR Group to be closed for accounting and Tax purposes as of the end of the Deconsolidation Date in accordance with CEIHalliburton’s direction. In determining consolidated taxable income for the taxable period that ends on the Deconsolidation Date, the income and other items of the Holdings KBR Group shall be determined in good faith by CEI Halliburton in accordance with Treasury Regulations §§ 1.1502-76(b)(1), 1.1502-76(b)(2)(i) and 1.1502-76(b)(2)(iv) and no election shall be made under § 1.1502-76(b)(2)(ii)(D) to ratably allocate items. However, an allocation shall be made in good faith by CEI Halliburton under Treasury Regulations § 1.1502-1.1502- 76(b)(2)(iii) if such allocation is determined by CEI Halliburton in good faith to be necessary to appropriately allocate items in the event the Deconsolidation Date occurs on any date other than the last day of any month.