Employee Withholding and Reporting. Each Seller shall transfer to ---------------------------------- the Buyer copies of any records (including, but not limited to, copies of Forms W-4, Employee Withholding Allowance Certificates) relating to withholding and payment of income and employment taxes (federal, state and local) and FICA taxes with respect to wages paid by such Seller during the 1998 calendar year to any Continued Employees. Each Seller shall provide all of its employees, including Continued Employees, with Forms W-2, Wage and Tax Statements, for the 1998 calendar year setting forth the wages paid and taxes withheld by such Seller with respect to such employees for the 1998 calendar year.
Employee Withholding and Reporting. 43 10.11 Cooperation.............................................43 10.12
Employee Withholding and Reporting. As to all Continuing Employees, CompuCom and Seller agree that they will follow the "standard procedure" set forth in Section 4 of Rev. Proc. 96-60 promulgated by the Internal Revenue Service with respect to reporting of wages and other compensation. CompuCom agrees to furnish Seller's Forms W-2 to Continued Employees to the extent such Forms W-2 are timely forwarded by Seller to CompuCom. In accordance with Section 4 of Rev. Proc. 96-60, CompuCom will obtain new Forms W-4 from Continued Employees. CompuCom agrees that, pursuant to Section 3121(a)(1) of the Code, for purposes of determining whether it has paid compensation to Continuing Employees equal to the contribution and benefit base (as determined under Section 230 of the Social Security Act) during the calendar year which includes the Closing Date, any compensation paid to such Continuing Employees by Seller during such calendar year prior to the Closing Date shall be considered as having been paid by CompuCom.
Employee Withholding and Reporting. Purchaser and Seller agree that they will follow the "standard procedure" set forth in Section 4 of Rev. Proc. 96-60 promulgated by the Internal Revenue Service with respect to reporting of wages and other compensation. Purchaser agrees to furnish Seller's Forms W-2 to Hired Employees to the extent such Forms W-2 are timely forwarded by Seller to Purchaser so that any Legal Requirement for such distribution is satisfied.
Employee Withholding and Reporting. Purchaser and Sellers intend that Purchaser shall be a "successor" within the meaning of, and solely for the purpose of, IRS Revenue Procedure 96-60, 1996-2 C.B. 399 (the "Rev. Proc.") with respect to all Transferred Employees. Pursuant to such intention, Sellers and Purchaser agree that Purchaser shall be responsible for filing for the calendar year in which Closing occurs all Forms W-2 and W-3 that relate to Transferred Employees and for furnishing for the calendar year in which Closing occurs Forms W-2 to all Transferred Employees, in each case which are due on or after the Closing Date, in accordance with the Alternative Procedure described in Section 5 of the Rev. Proc. On the Closing Date, Sellers shall provide to Purchaser (a) all Forms W-4 and W-5 that were provided to Sellers by the Transferred Employees, and (b) all payroll information relating to the Transferred Employees. In addition, Sellers shall provide such information and data to Purchaser as Purchaser shall reasonably request with respect to wages and payroll Taxes for the year during which the Closing occurs to enable Purchaser to comply with the provisions of this Section 7.9.
Employee Withholding and Reporting. The Sellers shall transfer to the Buyer any records (including, but not limited to, Forms W-4 and Employee Withholding Allowance Certificates) relating to withholding and payment of income and employment taxes (federal, state and local) and FICA taxes with respect to wages paid by the Sellers during the 1996 calendar year to any employees retained by the Buyer. The Buyer shall, to the extent permitted by applicable law, provide such employees with Forms W-2, Wage and Tax Statements for the 1996 calendar year setting forth the wages and taxes withheld with respect to such employees for the 1996 calendar year by the Sellers and the Buyer as predecessor and successor employers, respectively. The Buyer and the Sellers shall also comply with the filing requirements set forth in Revenue Procedure 84-77, 1984-2 C.B. 753, to implement this Section 9(b). (c) Nothing in this Section 9, express or implied, is intended to confer or shall confer upon any of the Sellers' employees, former employees or any Continued Employee any rights or remedies of any nature or kind whatsoever under or by reason of this Agreement, including, without limitation, any rights of employment.
Employee Withholding and Reporting. Sellers and Buyer agree that Sellers shall be responsible for filing all federal, state and local income Tax withholding, unemployment Tax and FICA payroll Tax Returns, making all Tax deposits applicable thereto, and furnishing Forms W-2 and similar forms relating to all Business Employees for the 2003 calendar year and the period from January 1, 2004, to the Closing Date. Buyer shall be responsible for filing all federal, state and local income Tax withholding, unemployment Tax and FICA payroll Tax Returns, making all tax deposits applicable thereto, and furnishing Forms W-2 and similar forms relating to all Business Employees for all periods beginning on or after the Closing Date.
