Federal Income Tax Reporting Sample Clauses

Federal Income Tax Reporting. At all times when there is only one Member, all items of income, gain, loss, deduction and credit of the Company shall be reported on the Member’s federal income tax return.

Federal Income Tax Reporting. (a) Subject to definitive guidance from the IRS or a court of competent jurisdiction to the contrary (including receipt by the Liquidating Trustee of a private letter ruling if the Liquidating Trustee so requests one, or the receipt of an adverse determination by the IRS upon audit if not contested by the Liquidating Trustee), the Liquidating Trustee shall file returns for the Liquidating Trust as a grantor trust pursuant to Treasury Regulation Section 1.671-4(a) and in accordance with this Article 5, which returns shall reflect all of the earnings of the Liquidating Trust, including those retained for purposes of a reserve for Disputed Claims. The Liquidating Trustee shall also annually send to each Liquidating Trust Beneficiary a separate statement setting forth such Liquidating Trust Beneficiary’s share of items of income, gain, loss, deduction, or credit and will instruct all such holders to report such items on their federal income tax returns. (b) The net fair market value, as of the Effective Date, of the Liquidating Trust Beneficiaries' interests in the Liquidating Trust, given the anticipated uses of the assets transferred to the Liquidating Trust, and the limitations in Section 6.1 hereof regarding the sources and timing of potential distributions from the Liquidating Trust, if any, shall be determined in accordance with the Plan as soon as 10 days after the Effective Date, and is anticipated to be as low as $0, reflecting the highly speculative and contingent nature of any distribution to the Liquidating Trust Beneficiaries hereunder, and such determined fair market value shall be used by the Debtors, the Liquidating Trust, the Liquidating Trustee, the Plan Advisory Committee and the Liquidating Trust Beneficiaries for all federal income tax purposes. The Liquidating Trustee shall also file (or cause to be filed) any other statements, returns or disclosures relating to the Liquidating Trust that are required by any governmental unit and pay taxes, if any, properly payable by the Liquidating Trust. (c) The Liquidating Trustee may request an expedited determination of taxes of the Liquidating Trust under section 505(b) of the Bankruptcy Code for all returns filed for, or on behalf of, the Liquidating Trust for all taxable periods through the effective date of the dissolution of the Liquidating Trust. (d) For federal income tax purposes, the Debtors, and subject to the discussion in Section 6.1 hereof, the Liquidating Trustee, and the Liquidating T...

Federal Income Tax Reporting. For federal income tax purposes, the Trustee shall file such returns and statements as in its judgment are required to comply with applicable provisions of the Code and regulations and to permit each Certificate Holder correctly to report his share of the income and deductions of the Trust. The Trustee intends to treat all income and deductions of the Trust for each month as having been realized on the Monthly Record Date for such month unless otherwise advised by counsel or the Internal Revenue Service.

Federal Income Tax Reporting. GBT and the Shareholder agree to report the Merger as a "reorganization," within the meaning of Section 368(a) of the Code.

Federal Income Tax Reporting. The Partners hereby acknowledge and agree that, pursuant to Section 707(a)(2)(B) of the Code, the transfer of the Assets to the Partnership by the Company shall, for federal income tax purposes, be treated as follows: (i) a sale by the Company to RVC of an undivided interest in the Assets for the Cash Contribution, followed by the contribution of such undivided interest by RVC to the Partnership, and (ii) a contribution by the Company to the Partnership of its remaining undivided interest in the Assets (such transaction being hereinafter referred to as the "Part Sale/Part Contribution Transaction"). For purposes of this Section 6.1.6, unless a different percentage is expressly stated, the undivided interest in Assets deemed purchased by RVC shall be that percentage determined by multiplying (i) the ratio of the Cash Contribution to the Agreed Value of the Assets, and (ii) 100 percent. In connection with the foregoing, the Partners hereby acknowledge and agree that, as of the date of this Agreement, the United States Treasury Department has not yet promulgated proposed, temporary or final regulations ("Treasury Regulations") interpreting Section 707(a)(2)(B) of the Code and whether the distribution of the Loan Proceeds to the Company may, in whole or in part, be regarded as a nontaxable distribution to the Company. Accordingly, the Partners hereby agree that if and to the extent that Treasury Regulations are promulgated which permit the Company to take the position that its receipt of the Loan Proceeds properly may be treated as a nontaxable distribution to the Company, then the Part Sale/Part Contribution Transaction shall, for federal income tax purposes, be reported by the Partnership and the Partners as (i) a sale by the Company to RVC of an undivided interest in the Assets for the Cash Contribution, (ii) a contribution by the Company and RVC of their respective undivided interests in the Assets to the Partnership, and (iii) a financing transaction pursuant to which the Partnership borrowed the Loan Proceeds and distributed such Loan Proceeds to the Company pursuant to Section 731 of the Code. The Partners further recognize and agree that, if Treasury Regulations are not issued under Section 707(a)(2)(B) of the Code prior to the filing of the Partnership's initial federal income tax return, the Part Sale/Part Contribution Transaction shall be reported as (i) a sale by the Company to the Partnership of an undivided 50% interest in the Asset for the Cash ...

Federal Income Tax Reporting. MergerCo and the Shareholders agree to report the Merger as a "reorganization," within the meaning of Section 368(a) of the Code, but the Shareholders shall not be liable for any adverse consequences suffered by XOOM or the Company if the Merger fails to qualify as a reorganization.

Federal Income Tax Reporting. Pursuant to 26 USC 6050W Paymentech is a “payment settlement entity”, obligated to collect and report certain taxpayer information to the United States Internal Revenue Service. Therefore, in conjunction with the execution of this Agreement, TP3 shall provide Paymentech with the appropriate taxpayer certification documentation, via Internal Revenue Service (IRS) Form W-9 (or the appropriate versions of Form W-8, if applicable). TP3 shall promptly notify Paymentech if there are any changes in this information. Paymentech may deduct withholding taxes, if any, from proceeds payable to TP3 where required under applicable law. Paymentech may, in accordance with applicable law and from time to time during the term of this Agreement, request TP3 to recertify its taxpayer certification hereunder. Furthermore TP3 shall be responsible for any penalties related to the reporting obligations of Paymentech hereunder to the extent such penalties accrue based on the actions or inactions of TP3 provided that there has been reasonable notice from Paymentech. To the extent Paymentech does not directly fund Merchants for the settlement proceeds of Transactions processed hereunder, the parties agree that Paymentech shall have no tax reporting obligations whatsoever for any Merchants which submit transactions through TP3 under this Agreement. Therefore, TP3 agrees to comply with any information reporting requirements under any Federal or State laws related to the payment by TP3 to Merchant of settlement proceeds from Transaction processed pursuant to this Agreement, including, without limitation, Internal Revenue Code (IRC) Section 6050W and similar laws enacted by any state or other taxing jurisdiction. TP3 agrees that TP3 has sole responsibility for gathering, storing and reporting all required Merchant and Transaction data to comply with such laws and TP3 agrees to fully indemnify and hold Paymentech and Member harmless against any applicable taxes, fines and penalties related to such compliance and reporting. To the extent Paymentech does directly fund Merchants for the settlement proceeds of Transactions processed hereunder, TP3 shall assist Paymentech with the collection of appropriate taxpayer certification documentation from all applicable Merchants (via IRS Form W-9 or W-8). Unless otherwise provided herein or agreed to by the parties, Paymentech has sole responsibility for complying with all tax reporting obligations related to the payment by Paymentech to Merchant of...

Federal Income Tax Reporting. (a) Subject to definitive guidance from the IRS or a court of competent jurisdiction to the contrary (including receipt by the Private Actions Trustee of a private letter ruling if the Private Actions Trustee so requests one, or the receipt of an adverse determination by the IRS upon audit if not contested by the Private Actions Trustee), the Private Actions Trustee shall file returns for the Private Actions Trust as a grantor trust pursuant to Treasury Regulation Section 1.671-4(a) and in accordance with this Article 5. The Private Actions Trustee shall also annually send to each Private Actions Trust Beneficiary a separate statement setting forth such Private Actions Trust Beneficiary’s share of items of income, gain, loss, deduction, or credit and will instruct all such holders to report such items on their federal income tax returns. (b) As soon as practicable after the Effective Date, but in no event later than sixty (60) days thereafter, (i) the Private Actions Trustee, in consultation with the Trust Oversight Committee, will determine the fair market value as of the Effective Date of all assets transferred to the Private Actions Trustee, and such determined fair market value shall be used by the Private Actions Trust, the Trust Oversight Committee, and the Private Actions Trust Beneficiaries for all federal income tax purposes, and (ii) the Private Actions Trustee shall apprise the Private Actions Trust Beneficiaries, in writing of such valuation. The Private Actions Trustee shall also file (or cause to be filed) any other statements, returns or disclosures relating to the Private Actions Trust that are required by any governmental unit and pay taxes, if any, properly payable by the Private Actions Trust. (c) The Private Actions Trustee may request an expedited determination of taxes of the Private Actions Trust under section 505(b) of the Bankruptcy Code for all returns filed for, or on behalf of, the Private Actions Trust for all taxable periods through the effective date of the dissolution of the Private Actions Trust. (d) For federal income tax purposes, the Chapter 11 Trustee, the Private Actions Trustee, and the Private Actions Trust Beneficiaries will treat the transfer of assets to the Private Actions Trustee and issuance of Private Actions Trust Beneficial Interests as a deemed transfer by the Chapter 11 Trustee of the assets to the Private Actions Trust Beneficiaries, followed by a deemed transfer of such assets by the Private Actions Trus...

Federal Income Tax Reporting. Notwithstanding anything to the contrary contained herein, each party hereto hereby acknowledges and agrees that for United States federal, state and local income tax purposes, the aggregate “issue price” of the Notes under Section 1273(b) of the Code shall equal $25,000,000. Each party hereto agrees to use the foregoing issue price for all income tax, financial accounting and regulatory purposes with respect to this transaction. Each party hereto further acknowledges and agrees that the Obligations shall be treated as debt for all tax and accounting purposes and no party shall take any position inconsistent therewith.

Federal Income Tax Reporting. Subject to definitive guidance from the IRS, the terms of the Plan, or an order of the Bankruptcy Court or other court of competent jurisdiction to the contrary (including receipt by the Liquidating Trustees of a private letter ruling if the Liquidating Trustees so request one, or the receipt of an adverse determination by the IRS upon audit if not contested by the Liquidating Trustees, the Liquidating Trustees shall file returns for the Trust as a grantor trust pursuant to Treasury Regulation Section 1.671-4(a) and in accordance with this Article 4.