Estimated Tax Payments. (a) If estimated Tax payments are required with respect to a Consolidated Group for a Pre-Deconsolidation Period, MS shall pay, or cause to be paid, to the IRS, and/or to each relevant state and local Taxing Authority, on behalf of the members of such Consolidated Group, those estimated Tax payments that are due on the relevant dates prescribed by applicable law. On February 15 (or the proper due date under applicable law), MS shall pay to the IRS, and to each relevant state and local Taxing Authority, on behalf of the members of any Consolidated Group, the payment, if any, required to be made with a request for an extension of time in which to file a Consolidated Federal Return or a Consolidated State Return, as the case may be. Each Group’s share of such estimated Tax payments, and payments required to be made with a request for an extension of time in which to file a Consolidated Federal Return or a Consolidated State Return, shall be determined in a manner consistent with the methods set forth in Sections 3 and 4 of this Agreement. Reimbursement to MS of the MSCI Group’s share of any quarterly estimated tax payments or any payment made with a request for an extension of time in which to file a Consolidated Federal Return or a Consolidated State Return, shall be made within twenty business days after receiving notice of such liability from MS. If the MSCI Group’s share of any estimated Tax payment is negative, MS shall reimburse MSCI within twenty business days after the due date under applicable law of such estimated tax payment.
(b) Notwithstanding the provisions of Section 6(a), if MS requests in writing an advance reimbursement from the MSCI Group of the MSCI Group’s share of a quarterly estimated Tax payment or any payment required to be made with a request for an extension of time in which to file a Consolidated Federal Return or a Consolidated State Return, which request shall be not more than ten business days and not less than 5 business days prior to the due date of such payment, the MSCI Group shall reimburse MS not later than the due date of such estimated Tax payment.
Estimated Tax Payments. Not later than three (3) days prior to each Estimated Tax Installment Date with respect to a taxable period for which a Consolidated Return or a Combined Return will be filed, VMware shall pay to Dell Technologies on behalf of the VMware Group an amount equal to the amount of any estimated VMware Separate Tax Liability that VMware otherwise would have been required to pay to a Taxing Authority on such Estimated Tax Installment Date. If the VMware Separate Tax Liability for such taxable period is less than zero, then Dell Technologies shall pay to VMware an amount equal to the Tax Benefit that the Dell Technologies Group anticipates it will recognize for the entire year as a result of the VMware Separate Tax Liability being less than zero for such taxable period. Not later than seven (7) days prior to each such Estimated Tax Installment Date, Dell Technologies shall provide VMware with a written notice setting forth the amount payable by VMware in respect of such estimated VMware Separate Tax Liability and a calculation of such amount.
Estimated Tax Payments. If required by applicable law, or permitted by applicable law and approved by the Board of Directors, the Managers may cause the Company to make estimated payments of tax for any Member after consultation with such Member.
Estimated Tax Payments. Not later than ten (10) business days after each Estimated Tax Installment Date with respect to a taxable period for which a Consolidated Return or a Combined Return that includes a Holdings Separate Tax Amount will be filed, Holdings shall pay to JDSU on behalf of the Holdings Group an amount equal to the amount of any estimated Holdings Separate Tax Amount.
Estimated Tax Payments. No later than two (2) business days prior to the dates specified for payment of estimated tax in Section 6655 of the Code, each Subsidiary (including the AAC Subgroup) shall pay to Parent an amount equal to the estimated Separate Subsidiary Tax liability of such Subsidiary as required by clauses 3(a)(i) and (ii).
Estimated Tax Payments. If the Affiliated Group is required to make estimated federal income tax payments (including payment due at the time any extension of time is sought for the filing of the Affiliated Group's federal income tax return), MEMC and each Subsidiary shall, if requested by Wafer Holdings, pay to Wafer Holdings, no later than 2 business days before the date each estimated tax payment is to be made by Wafer Holdings, that percentage of the estimated tax payment that equals the percentage which the estimated separate return tax liability of such Member bears to the aggregate of the Members' estimated separate return tax liabilities for the taxable year computed as provided under Section 2 above. Wafer Holdings shall determine, or cause MEMC to determine, such estimates. Any estimated tax payments made by MEMC or a Subsidiary under this Section 5 with respect to any taxable year shall be applied to reduce the amount, if any, owed by such Member under Section 3 hereof with respect to such year. Any excess of such estimated payments by MEMC or a Subsidiary over the amount described in Section 3 for such year shall be repaid by Wafer Holdings to such Member no later than 10 business days after the date of filing of the consolidated return for such taxable year or, to the extent such excess represents all or a part of a tax refund to be received by the Affiliated Group, no later than 10 business days after the receipt of the refund.
Estimated Tax Payments. (a) Panavision shall pay to Parent, for each Taxable Period, no later than the tenth day of each of the fourth, sixth, ninth and twelfth months of such Taxable Period, the amount of estimated federal income taxes that the Panavision Group would have been required to pay on or before the fifteenth day of each such month if Panavision were filing a consolidated federal income tax return for such Taxable Period for an affiliated group of corporations of which Panavision was the common parent and that consisted only of the members of the Panavision Group. Such estimated federal income tax liability shall be determined consistent with the calculation of the Panavision Group's Federal Tax and shall reflect the estimated taxable income of the Panavision Group projected for three, six, nine and twelve months, respectively.
(b) For every Taxable Period with respect to which Panavision and/or any Subsidiary of Panavision participates in the filing of a combined state or local income tax return with Parent or any Subsidiary of Parent (other than Panavision or any Subsidiary of Panavision), Panavision shall pay to Parent, no later than the fifth day prior to the date an estimated state or local payment is due, the amount of estimated taxes that Panavision and/or any such Subsidiary of Panavision would have been required to pay if Panavision and/or any such Subsidiary of Panavision had filed for such period a separate return (in a case where only one member of the Panavision Group joins in the filing of such combined return) or a combined return including only those members of the Panavision Group actually joining in such combined return (in a case where more than one member of the Panavision Group joins in the filing of such combined return). Such estimated state or local income tax liability shall be determined consistent with the calculation of the Panavision Group's State and Local Tax.
Estimated Tax Payments. Not later than five business days prior to each Estimated Tax Installment Date with respect to a taxable period for which a Combined Return will be filed, Qualtrics shall pay to SAP (or the applicable SAP Affiliate) on behalf of the Qualtrics Group an amount equal to the amount of any estimated Qualtrics Separate Tax Liability (as calculated pursuant to Section 3.4(b)).
Estimated Tax Payments. Not later than ten (10) business days after any Estimated Tax Installment Date with respect to a taxable period for which a Consolidated Return or a Combined Return that includes an Geo Point Nevada Separate Tax Amount may be filed, Geo Point Nevada shall pay to Geo Point Utah on behalf of Geo Point Nevada an amount equal to the amount of any estimated Geo Point Nevada Separate Tax Amount.
Estimated Tax Payments. As requested by ALLETE, ADESA shall promptly, but not later than the date immediately preceding each Estimated Tax Installment Date with respect to a taxable period for which a Consolidated Return or a Combined Return will be filed, pay to ALLETE on behalf of the ADESA Group an amount equal to the amount of any estimated Separate Tax Liability that ADESA would have otherwise been required to pay to a Taxing Authority on such Estimated Tax Installment Date.
