Annual Tax Returns Clause Samples
Annual Tax Returns. (a) West Coast MediaNews is hereby designated the "Tax Matters Partner" for federal income tax purposes pursuant to Section 6231 of the Code with respect to all taxable years of the Partnership and is authorized to do whatever is necessary to qualify as such. If West Coast MediaNews is no longer a Partner or has resigned as the Tax Matters Partner, the Tax Matters Partner shall be any Partner designated as such by a unanimous vote of the Partners, and in the absence of a unanimous vote, as shall be determined under applicable provisions of the Code and/or Regulations. The Tax Matters Partner shall, as soon as practicable under the circumstances, inform each Partner of all tax-related matters that are, or have the reasonable potential to become, material to the Partnership that come to its attention in its capacity as Tax Matters Partner.
(b) The Tax Matters Partner shall prepare or cause to be prepared all tax returns required of the Partnership, which returns shall be reviewed in advance of filing by Ernst & Young LLP or another certified public accountant selected by the Management Committee. As soon as practicable after the end of each Fiscal Year, the Tax Matters Partner shall furnish to each Partner such information in the possession of the Tax Matters Partner requested by such Partner as necessary to timely fulfill such Partner's federal, state, local and foreign tax obligations, including Form K-1, or any similar form as may be required by the Code or the Internal Revenue Service (the "IRS") or, to the extent any such information is not in the Tax Matters Partner's possession, the Tax Matters Partner shall take all reasonable steps necessary to have such information provided to the requesting Partner. No later than forty-five (45) business days prior to filing with the IRS, the Tax Matters Partner shall deliver to each Partner for its review a complete copy of the federal income tax return proposed to be filed by the Partnership. The Tax Matters Partner shall consider in good faith, consistent with Section 6.3(c) hereof, any comments of the Partners with respect to such return made within thirty (30) business days of sending the copy of such return. The Partners shall file their individual or corporate returns in a manner consistent with the Partnership tax and information returns.
(c) The Tax Matters Partner shall, consistent with the Business Plan, use its best efforts to do all acts and take whatever steps are required to maximize, in the aggrega...
Annual Tax Returns. (a) RPH shall prepare or cause the Independent Accountants to prepare, at the Company’s expense, and shall timely file, or cause the timely filing of, all tax returns and shall, on behalf of the Company, timely file, or cause the timely filing of, all other writings required by any governmental authority having, jurisdiction to require such filing. RPH shall submit the proposed returns to each Member for its review and approval no later than 15 days prior to the due date of the returns, after giving effect to any extensions of time unless an extension would effectively make or make unavailable a material tax election.
(b) If a Member disagrees with the treatment of any partnership item (within the meaning of Section 6231(a)(3) of the Code and Regulations) on a tax return of the Company, then such Member shall give written notice to RPH. If, after good faith consultation, an agreement regarding the treatment of such item cannot be reached within ten (10) days after the receipt of notice, the Company shall seek written advice from a mutually agreed upon independent tax counsel or mutually agreed upon Independent Accountants. Such advice shall recommend the treatment which is consistent with the terms of this Agreement, the respective interests of the Members, and for which there exists substantial authority in support thereof. Such recommended treatment shall be the one reported on the return.
(c) Without the prior approval of the Management Committee, no Member shall file an amended return of the Company or a request for an administrative adjustment under Section 6227 of the Code, nor shall any Member (other than the Tax Matters Member, as provided herein) commence any administrative or judicial proceeding relating to a return of the Company. If, after good faith consultation, such approval is not provided, no Member shall file such return or request, or commence such proceeding unless a mutually agreed upon independent tax counsel renders an opinion that there is substantial authority for the proposed treatment of the tax items with respect to which such return, request, or proceeding relates. Nothing herein shall be construed to prevent a Member from undertaking any administrative or judicial proceeding with respect to its own return.
Annual Tax Returns. As soon as available, but in any event within one hundred twenty (120) days following the end of each calendar year, copies of current annual tax returns of Borrower;
Annual Tax Returns. BORROWER hereby covenants to furnish to AGENT, no later than September 20 of each year, a true copy of the tax return of BORROWER as filed with the Internal Revenue Service.
Annual Tax Returns. 18 6.4 Actions in Event of Audit.....................................19 6.5
Annual Tax Returns. The Managing Partner is hereby designated the Tax ------------------ Matters Partner for Federal income tax purposes and is authorized to take all necessary action to qualify as such. The Managing Partner shall cause to prepare to be prepared all tax returns required of the Partnership.
Annual Tax Returns. (a) The General Partner is designated the "Tax Matters Partner" for Federal income tax purposes pursuant to Section 6231 of the Code with respect to all taxable years of the Partnership and is authorized to do whatever is necessary to qualify as such. The Tax Matters Partner shall cause to be prepared by Accountants, and shall timely file or cause to be filed, all tax returns of the Partnership required by any Governmental Authority.
(b) The Tax Matters Partner shall do all acts, make all elections, and take whatever reasonable steps are required to maximize, in the aggregate, the Federal, state and local income tax advantages available to the Partnership and shall defend all tax audits and litigation with respect thereto. The Tax Matters Partner may make the election permitted by Section 754 of the Code if it deems such election appropriate and in the best interests of the Partnership. The Tax Matters Partner shall maintain the books, records and tax returns of the Partnership in a manner consistent with the acts, elections and steps taken by the Partnership.
Annual Tax Returns. The General Partner shall cause the Partnership Accountants to prepare all tax returns required of the Partnership. The General Partner shall be the "tax matters partner" of the Partnership, as that term is defined in Section 6231(a)(7) of the Code. The General Partner shall be responsible for the preparation of filing of any tax shelter registration documents, if applicable, that may be required in Section 6111 of the Code. Notwithstanding the foregoing, however, the General Partner agrees that the first tax return filed after completion of the Improvements shall be subject to review by the Limited Partner. The Limited Partner shall notify the General Partner of any objections it may have thereto within fifteen (15) business days after receipt of such return. If the Limited Partner and the General Partner shall thereafter be unable to agree, such
Annual Tax Returns. The Managing Member shall cause to be prepared, at the Society’s expense, and shall timely file, or cause the timely filing of, all tax returns and shall, on behalf of the Society, timely file, or cause the timely filing of, all other writings required by any governmental authority having jurisdiction to require such filing. The Managing Member shall submit the proposed returns to each Member for its review and approval no later than ten (10) days prior to the due date of the returns, after giving effect to any extensions of time unless an extension would effectively make or make unavailable a material tax election.
Annual Tax Returns. The General Partner shall cause the Partnership Accountants to prepare all tax returns required of the Partnership. The General Partner shall be the "tax matters partner" of the Partnership, as that term is defined in Section 6231(a)(7) of the Code. The General Partner shall be responsible for the preparation of filing of any tax shelter registration documents, if applicable, that may be required in Section 6111 of the Code. Notwithstanding the foregoing, however, the General Partner agrees that the first tax return filed after completion of the Improvements shall be subject to review by the Limited Partner. The Limited Partner shall notify the General Partner of any objections it may have thereto within fifteen (15) business days after receipt of such return. If the Limited Partner and the General Partner shall thereafter be unable to agree, such dispute shall be submitted to one of the so-called "big eight" accounting firms for resolution in accordance with the provisions of Paragraph 4(c) of the Lease Acquisition Agreement.