Common use of Characterization of Payments Clause in Contracts

Characterization of Payments. It is the intention of the parties to this Agreement that payments made pursuant to this Agreement are to be treated as relating back to the Distribution as an adjustment to capital (i.e., capital contribution or distribution), and the parties shall not take any position inconsistent with such intention before any Tax Authority, except to the extent that a final determination (as defined in Section 1313 of the Code) with respect to the recipient party causes any such payment not to be so treated.

Appears in 11 contracts

Samples: Tax Allocation Agreement (Acco Brands Corp), Tax Allocation Agreement (CombiMatrix Corp), Tax Allocation Agreement (Fortune Brands Inc)

AutoNDA by SimpleDocs

Characterization of Payments. It is the intention of the parties to this Agreement that payments made pursuant to this Agreement are to be treated as relating back to the Distribution as an adjustment to capital (i.e., capital contribution or distribution)the assets and liabilities transferred thereunder, and the parties shall not take any position inconsistent with such intention before any Tax Authority, except to the extent that a final determination (as defined in Section 1313 of the Code) with respect to the recipient party causes any such payment not to be so treated.

Appears in 4 contracts

Samples: Tax Allocation Agreement (Conexant Systems Inc), Tax Allocation Agreement (Rockwell International Corp), Tax Sharing Agreement (Ambassadors Group Inc)

Characterization of Payments. It is the intention of the parties Parties to this Agreement that payments made pursuant to this Agreement are to be treated as relating back to the Separation or the Distribution as an adjustment to capital (i.e., capital contribution or distribution), and the parties Parties shall not take any position inconsistent with such intention before any Tax Authority, except to the extent that a final determination "determination" (as defined in Section 1313 of the Code) with respect to the recipient party Indemnified Party causes any such payment not to be so treated.. ARTICLE IV

Appears in 1 contract

Samples: Tax Sharing Agreement (Verigy Ltd.)

Characterization of Payments. It is the intention of the parties Parties to this Agreement that payments made pursuant to this Agreement are to be treated as relating back to the Separation or the Distribution as an adjustment to capital (i.e., capital contribution or distribution), and the parties Parties shall not take any position inconsistent with such intention before any Tax Authority, except to the extent that a final determination "determination" (as defined in Section 1313 of the Code) with respect to the recipient party Indemnified Party causes any such payment not to be so treated.

Appears in 1 contract

Samples: Tax Sharing Agreement (Verigy Pte. Ltd.)

AutoNDA by SimpleDocs

Characterization of Payments. It is the intention of the parties Parties to this Agreement that payments made pursuant to this Agreement are to be treated as relating back to the Separation or the Distribution as an adjustment to capital (i.e., capital contribution or distribution), and the parties Parties shall not take any position inconsistent with such intention before any Tax Authority, except to the extent that a final determination “determination” (as defined in Section 1313 of the Code) with respect to the recipient party Indemnified Party causes any such payment not to be so treated.

Appears in 1 contract

Samples: Tax Sharing Agreement (Agilent Technologies Inc)

Characterization of Payments. It is the intention of the parties to this Agreement that payments made pursuant to this Agreement are to be treated as relating back to the Distribution as an adjustment to capital (i.e., capital contribution or distributionreturn of capital), and the parties shall not take any position inconsistent with such intention before any Tax Authority, except to the extent that a final determination (as defined in Section 1313 of the Code) with respect to the recipient party causes any such payment not to be so treated.

Appears in 1 contract

Samples: Tax Allocation Agreement (Rockwell International Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!