Common use of Distribution for Taxes Clause in Contracts

Distribution for Taxes. Notwithstanding Section 6.2(a), subject to the Companies Act and other applicable law, the Company shall make, in respect of each Fiscal Year in which SanDisk or its Affiliates must recognize taxable income of the Company in SanDisk’s tax returns, including, but not limited to, its US federal, state and local income (including withholding tax) and franchise tax returns, a distribution to SanDisk to the extent necessary to meet SanDisk’s aggregate US tax liability with respect to such taxable income, with such liability calculated at the highest US, state and local corporate tax rates as may be then applicable to SanDisk. SanDisk will make a request upon the Company for such distribution as soon as is practicable after the filing of SanDisk Corporation’s applicable US tax returns. Following receipt of such request, the Company shall make the requested distribution on the next date on which the Company is permitted to make distributions pursuant to the Companies Act. Simultaneously therewith, the Company shall also make a distribution to Toshiba in an amount equal to the amount of the per Interest distribution made to SanDisk pursuant to this Section 6.2(b). Any such prior distributions shall be taken into account upon any purchase and sale of Interests under Section 10 (Certain Agreements of the Members) or dissolution of the Company under Section 11 (Dissolution) hereof. If necessary, the Board of Executive Officers shall consider capital reductions to the extent that any such capital reduction will not adversely affect the Y5 Facility’s operations.

Distribution for Taxes. Notwithstanding Section 6.2(a), subject to the Companies Act and other applicable law, the Company shall make, in respect of each Fiscal Year in which SanDisk or its Affiliates must recognize taxable income of the Company in SanDisk’s tax returns, including, but not limited to, its US federal, state and local income (including withholding tax) and franchise tax returns, a distribution to SanDisk to the extent necessary to meet SanDisk’s aggregate US tax liability with respect to such taxable income, with such liability calculated at the highest US, state and local corporate tax rates as may be then applicable to SanDisk. SanDisk will make a request upon the Company for such distribution as soon as is practicable after the filing of SanDisk Corporation’s applicable US tax returns. Following receipt of such request, the Company shall make the requested distribution on the next date on which the Company is permitted to make distributions pursuant to the Companies Act. Simultaneously therewith, the Company shall also make a distribution to Toshiba in an amount equal to the amount of the per Interest Share distribution made to SanDisk pursuant to this Section 6.2(b). Any such prior distributions shall be taken into account upon any purchase and sale of Interests Shares under Section 10 (Certain Agreements of the MembersShareholders) or dissolution of the Company under Section 11 (Dissolution) hereof. If necessary, the Board of Executive Officers Directors shall consider capital reductions to the extent that any such capital reduction will not adversely affect the Y5 Y4 Facility’s operations.

Distribution for Taxes. Notwithstanding Section 6.2(a), subject to the Companies Act and other applicable law, the Company shall make, in respect of each Fiscal Year in which SanDisk or its Affiliates must recognize taxable income of the Company in SanDisk’s tax returns, including, but not limited to, its 's US federal, state and local income (including withholding tax) and franchise tax returns, a distribution to SanDisk to the extent necessary to meet SanDisk’s 's aggregate US tax liability with respect to such taxable income, with such liability calculated at the highest US, state and local corporate tax rates as may be then applicable to SanDisk. SanDisk will make a request upon the Company for such distribution as soon as is practicable after the filing of SanDisk Corporation’s 's applicable US tax returns. Following receipt of such request, the Company shall make the requested distribution on the next date on which the Company is permitted to make distributions pursuant to the Companies Act. Simultaneously therewith, the Company shall also make a distribution to Toshiba in an amount equal to the amount of the per Interest Share distribution made to SanDisk pursuant to this Section 6.2(b). Any such prior distributions shall be taken into account upon any purchase and sale of Interests Shares under Section 10 (Certain Agreements of the MembersShareholders) or dissolution of the Company under Section 11 (Dissolution) hereof. If necessary, the Board of Executive Officers Directors shall consider capital reductions to the extent that any such capital reduction will not adversely affect the Y5 Y4 Facility’s 's operations.

Distribution for Taxes. Notwithstanding Section 6.2(a), subject to the Companies Japan Act and other applicable law, the Company shall make, in respect of each Fiscal Year in which SanDisk or its Affiliates must recognize taxable income of the Company in SanDisk’s tax returns, including, but not limited to, its US federal, state and local income (including withholding tax) and franchise tax returns, a distribution to SanDisk to the extent necessary to meet SanDisk’s aggregate US tax liability with respect to such taxable income, with such liability calculated at the highest US, state and local corporate tax rates as may be then applicable to SanDisk. SanDisk will make a request upon the Company for such distribution as soon as is practicable after the filing of SanDisk CorporationSanDisk’s applicable US tax returns. Following receipt of such request, the Company shall make the requested distribution on the next date on which the Company is permitted to make distributions pursuant to the Companies Japan Act. Simultaneously therewith, the Company shall also make a distribution to Toshiba in an amount equal to the amount of the per Interest Unit distribution made to SanDisk pursuant to this Section 6.2(b). Any such prior distributions shall be taken into account upon any purchase and sale of Interests Units under Section 10 (Certain Agreements of the MembersUnitholders) or dissolution of the Company under Section 11 (Dissolution) hereof. If necessary, the Board of Executive Officers Directors shall consider capital reductions to the extent that any such capital reduction will not adversely affect the Y5 Y3 Facility’s operations.

Distribution for Taxes. Notwithstanding Section 6.2(a), subject to the Companies Japan Act and other applicable law, the Company shall make, in respect of each Fiscal Year in which SanDisk or its Affiliates must recognize taxable income of the Company in SanDisk’s tax returns, including, but not limited to, its 's US federal, state and local income (including withholding tax) and franchise tax returns, a distribution to SanDisk to the extent necessary to meet SanDisk’s 's aggregate US tax liability with respect to such taxable income, with such liability calculated at the highest US, state and local corporate tax rates as may be then applicable to SanDisk. SanDisk will make a request upon the Company for such distribution as soon as is practicable after the filing of SanDisk Corporation’s SanDisk's applicable US tax returns. Following receipt of such request, the Company shall make the requested distribution on the next date on which the Company is permitted to make distributions pursuant to the Companies Japan Act. Simultaneously therewith, the Company shall also make a distribution to Toshiba in an amount equal to the amount of the per Interest Unit distribution made to SanDisk pursuant to this Section 6.2(b). Any such prior distributions shall be taken into account upon any purchase and sale of Interests Units under Section 10 (Certain Agreements of the MembersUnitholders) or dissolution of the Company under Section 11 (Dissolution) hereof. If necessary, the Board of Executive Officers Directors shall consider capital reductions to the extent that any such capital reduction will not adversely affect the Y5 Y3 Facility’s 's operations.

Distribution for Taxes. Notwithstanding Section 6.2(a), subject to the Companies Act and other applicable law, the Company shall make, in respect of each Fiscal Year in which SanDisk or its Affiliates must recognize taxable income of the Company in SanDisk’s tax returns, including, but not limited to, its US federal, state and local income (including withholding tax) and franchise tax returns, a distribution to SanDisk to the extent necessary to meet SanDisk’s aggregate US tax liability with respect to such taxable income, with such liability calculated at the highest US, state and local corporate tax rates as may be then applicable to SanDisk. SanDisk will make a request upon the Company EXECUTION VERSION for such distribution as soon as is practicable after the filing of SanDisk Corporation’s applicable US tax returns. Following receipt of such request, the Company shall make the requested distribution on the next date on which the Company is permitted to make distributions pursuant to the Companies Act. Simultaneously therewith, the Company shall also make a distribution to Toshiba in an amount equal to the amount of the per Interest Share distribution made to SanDisk pursuant to this Section 6.2(b). Any such prior distributions shall be taken into account upon any purchase and sale of Interests Shares under Section 10 (Certain Agreements of the MembersShareholders) or dissolution of the Company under Section 11 (Dissolution) hereof. If necessary, the Board of Executive Officers Directors shall consider capital reductions to the extent that any such capital reduction will not adversely affect the Y5 Y4 Facility’s operations.