CONSOLIDATED FEDERAL INCOME TAX LIABILITIES Sample Clauses

CONSOLIDATED FEDERAL INCOME TAX LIABILITIES. SECTION 2.01.
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CONSOLIDATED FEDERAL INCOME TAX LIABILITIES. Except as otherwise provided ------------------------------------------- in this Agreement, HomeBase shall pay, on a timely basis, all Taxes due with respect to the consolidated federal income Tax liability for all periods beginning on or before the Distribution Date (including the Short Period) of the Waban Affiliated Group. BJI on behalf of the BJI Group hereby assumes and agrees to pay (to the extent not previously paid by BJI) the BJI Group's share of those Taxes for all periods beginning on or before the Distribution Date (including the Short Period), which payments shall be made directly to HomeBase which shall then forward any balance due to the IRS. The allocable shares of the consolidated federal income Tax liability for such periods for the BJI Group and the HomeBase Group shall be determined by applying the effective tax rate with respect to the applicable Tax Return to the positive taxable income, if any, determined in accordance with the principles set forth Tax Sharing Agreement 3.01 for each of the BJI Group and the HomeBase Group. With respect to the taxable year of the HomeBase Group that includes the Distribution Date and the taxable year of the BJI Group that commences immediately following the Distribution Date, the HomeBase Group shall claim on its federal income Tax Returns the benefit of (i) the graduated tax rates of Code Section 11, (ii) the $25,000 bracket amount in Code Section 38, (iii) the $40,000 exemption amount and the $150,000 bracket amount in Code Section 55, and (iv) the $2,000,000 bracket amount in Code Section 59A, and the BJI Group shall claim none of such benefits. (a) indicate that the BJI Group has either overpaid or underpaid its share of the consolidated federal income Tax liability for the taxable year ended January 25, 1997, or for the Short Period, respectively, then not later than 90 days after the filing of HomeBase's consolidated federal income Tax return for the taxable year ended January 25, 1997, and the taxable year ending January 31, 1998, respectively, HomeBase shall pay BJI the amount of any such overpayment or BJI shall pay HomeBase the amount of any such underpayment. HomeBase shall notify BJI not later than 5 business days prior to the due date of any quarterly estimated Tax payments of the amount of BJI's share of such quarterly payments, and BJI shall make such quarterly estimated Tax payments to HomeBase not later than 3 business days prior to the date such quarterly payments would be due if BJ...
CONSOLIDATED FEDERAL INCOME TAX LIABILITIES. Except as otherwise provided in this Agreement, Grace-Conn. shall pay, on a timely basis, all Taxes due with respect to the consolidated federal income tax liability for all Pre-Merger Taxable Periods and Straddle Periods of the affiliated group of which Grace is the common parent (the "Affiliated Group"). Grace and NMC on behalf of the NMC Group hereby assume and

Related to CONSOLIDATED FEDERAL INCOME TAX LIABILITIES

  • Income Tax Liability Within ten (10) Business Days after the receipt of revenue agent reports or other written proposals, determinations or assessments of the IRS or any other taxing authority which propose, determine or otherwise set forth positive adjustments to the Tax liability of, or assess or propose the collection of Taxes required to have been withheld by, the Borrower which equal or exceed $100,000 in the aggregate, telephonic or facsimile notice (confirmed in writing within five (5) Business Days) specifying the nature of the items giving rise to such adjustments and the amounts thereof;

  • Federal Income Tax Allocations If the Certificates have more than one beneficial owner for United States federal income tax purposes, then for United States federal income tax purposes each item of income, gain, loss, credit and deduction for a month shall be allocated to the Certificateholders as of the first Record Date following the end of such month in proportion to their Percentage Interests on such Record Date. The Depositor (or the Administrator in accordance with the Administration Agreement and Section 5.3) is authorized, in its sole discretion, (i) to modify the allocations in this paragraph if necessary or appropriate for the allocations to fairly reflect the economic income, gain or loss to the Certificateholders or otherwise comply with the requirements of the Code and (ii) to determine whether or not to make any available tax elections such as an election under Sections 1278 or 754 of the Code.

  • Income Tax Returns Borrower has no knowledge of any pending assessments or adjustments of its income tax payable with respect to any year.

  • Federal Income Taxes For a brief description of the tax effects of an investment in the notes, see “U.S. Federal Income Tax Considerations” on page S-12 of the attached prospectus supplement and page 61 of the attached prospectus.

  • Federal Income Tax Elections The Member shall make all elections for federal income tax purposes.

  • Federal Income Tax Matters The Certificateholders acknowledge that it is their intent and that they understand it is the intent of the Depositor and the Servicer that, for purposes of federal income, State and local income and franchise tax and any other income taxes, the Trust will be treated either as a disregarded entity under Treasury Regulation Section 301.7701-3 or as a partnership, and that the Certificateholders will be treated as partners in that partnership. The Certificateholders by acceptance of a Certificate agree to such treatment and agree to take no action inconsistent with such treatment. For each calendar quarter, other than periods in which there is only one Certificateholder: (i) net income of the Trust for any calendar quarter as determined for federal income tax purposes (and each item of income, gain, credit, loss or deduction entering into the computation thereof) shall be allocated among the Certificateholders as of the first day following the end of such quarter in proportion to their Certificate Percentage Interest on such date; and (ii) net losses of the Trust, if any, for any calendar quarter as determined for federal income tax purposes (and each item of income, gain, credit, loss or deduction entering into the computation thereof) shall be allocated among the Certificateholders as of the first day following the end of such quarter in proportion to their Certificate Percentage Interest on such date. The Depositor is authorized to modify the allocations in this Section 2.11 if necessary or appropriate, in its sole discretion, for the allocations to reflect fairly the economic income, gain, credit, loss or deduction to the Certificateholders or as otherwise required by the Code.

  • Tax Liabilities The Investor understands that it is liable for its own tax liabilities.

  • Consolidated or Combined Tax Returns SpinCo will elect and join, and will cause its respective Affiliates to elect and join, in filing any Parent State Combined Income Tax Returns and any Joint Returns that Parent determines are required to be filed or that Parent chooses to file pursuant to Section 4.02(b). With respect to any SpinCo Separate Returns relating to any Tax Period (or portion thereof) ending on or prior to the Distribution Date, SpinCo will elect and join, and will cause its respective Affiliates to elect and join, in filing consolidated, unitary, combined, or other similar joint Tax Returns, to the extent each entity is eligible to join in such Tax Returns, if Parent reasonably determines that the filing of such Tax Returns is consistent with past reporting practices or otherwise so requests.

  • Tax Liability The Authorized Participant shall be responsible for the payment of any transfer tax, sales or use tax, stamp tax, recording tax, value added tax and any other similar tax or government charge applicable to the creation or redemption of any Basket made pursuant to this Agreement, regardless of whether or not such tax or charge is imposed directly on the Authorized Participant. To the extent the Trustee, the Sponsor or the Trust is required by law to pay any such tax or charge, the Authorized Participant agrees to promptly indemnify such party for any such payment, together with any applicable penalties, additions to tax or interest thereon.

  • Company Tax Returns The Company shall file all tax returns, if any, required to be filed by the Company.

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