General Tax Covenant Sample Clauses

General Tax Covenant. In order to maintain the exclusion from gross income for purposes of federal income taxation of interest on the Series 2020A Bonds, the Corporation shall comply with the provisions of the Code applicable to the Series 2020A Bonds necessary to maintain such exclusion, including without limitation the provisions of the Code that prescribe yield restriction and other limits within which proceeds of the Series 2020A Bonds are to be invested, and which, in certain circumstances, require the rebate of certain earnings on such proceeds (and the earnings thereon) to the Department of the Treasury of the United States of America in accordance with Section 148(f) of the Code. In furtherance of the foregoing, the Corporation shall comply with the Tax Certificate.
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General Tax Covenant. The Commission will not take any action or omit to take any action that, if taken or omitted, would adversely affect the exclusion of interest on the Bonds from the gross income of such owners for Federal income tax purposes pursuant to Section 103 of the Internal Revenue Code of 1986, as amended.
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General Tax Covenant. The Governmental Unit has covenanted in the Loan Agreement that no use will be made of the Proceeds, or any funds or accounts of the Governmental Unit which may be deemed to be Gross Proceeds (as defined in Treasury Regulation Section 1.148(b)) of the Loan Agreement, which use, if it had been reasonably expected on the date hereof, would have caused the Loan Agreement to be classified as an “arbitrage bond” within the meaning of Section 148 of the Code. The Governmental Unit has further obligated itself in the Loan Agreement to comply throughout the term of the Loan Agreement with the requirements of Sections 103 and 141 through 150 of the Code and regulations proposed or promulgated with respect thereto.
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General Tax Covenant. The Owner covenants that it will comply with the requirements and conditions of the Tax Certificate and the Regulatory Agreement. Without limiting the foregoing, the Owner covenants that, notwithstanding any provision of this Agreement or the rights of the Owner hereunder, it will not take, or permit to be taken on its behalf, any action which would cause interest on the Bonds not to be excluded from gross income for federal income tax purposes and that it will take such reasonable action as may be necessary to continue such exclusion from gross income, including, without limitation, (a) compliance with the requirements contained in Section 2.04 hereof; (b) the preparation and filing of any statements required to be filed by it in order to maintain such exclusions; and (c) the payment to the United States of any amount required to be paid by the City or the Owner pursuant to Section 148(f) of the Code and the regulations thereunder, including, to the extent applicable, Section 1.148-3 of the Treasury Regulations on Income Tax or subsequent applicable Treasury Regulations, at the times, in the amounts and at the places required thereby in order to maintain the exclusion from gross income of interest on the Bonds for federal income tax purposes; and the Owner hereby irrevocably authorizes and directs the City and the Trustee (and any other agent designated by the City) to make payment of such amounts from funds of the Owner, if any, held by the City, the Trustee (under the Indenture), or any agent of the City or the Trustee. The Owner hereby covenants to deposit all amounts required to be deposited to the Rebate Fund necessary to continue the exclusion from gross income of interest on the Bonds and hereby agrees to direct the Trustee's deposit of such moneys as provided in Section 5.07 of the Indenture. (End of Article V) ARTICLE VI
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Related to General Tax Covenant

  • Tax Covenants (a) Contributor and the Operating Partnership shall provide each other with such cooperation and information relating to any of the Contributed Interests, the Contributed Entities, the Subsidiary Entities, the Property Entities or the Properties as the parties reasonably may request in (i) filing any Tax Return, amended Tax Return or claim for tax refund, (ii) determining any liability for taxes or a right to a tax refund, (iii) conducting or defending any proceeding in respect of taxes, or (iv) performing tax diligence, including with respect to the impact of this transaction on the REIT’s tax status as a REIT. Such reasonable cooperation shall include making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder. The Operating Partnership shall promptly notify Contributor upon receipt by the Operating Partnership or any of its affiliates of notice of (i) any pending or threatened tax audits or assessments with respect to the income, properties or operations of any of the Contributed Entities, the Subsidiary Entities, the Property Entities or their subsidiaries or with respect to any Property and (ii) any pending or threatened federal, state, local or foreign tax audits or assessments of the Operating Partnership or any of its affiliates, in each case, which may affect the liabilities for taxes of Contributor with respect to any tax period ending before or as a result of the Closing. Contributor shall promptly notify the Operating Partnership in writing upon receipt by Contributor or any of its affiliates of notice of any pending or threatened federal, state, local or foreign tax audits or assessments relating to the income, properties or operations of any of the Contributed Entities, the Property Entities or the Subsidiary Entities or with respect to any Property. Each of the Operating Partnership and Contributor may participate at its own expense in the prosecution of any claim or audit with respect to taxes attributable to any taxable period ending on or before the Closing Date; provided, that Contributor shall have the right to control the conduct of any such audit or proceeding or portion thereof for which Contributor has acknowledged liability (except as a partner of the Operating Partnership) for the payment of any additional tax liability, and the Operating Partnership shall have the right to control any other audits and proceedings. Notwithstanding the foregoing, neither the Operating Partnership nor Contributor may settle or otherwise resolve any such claim, suit or proceeding which could have an adverse tax effect on the other party or its affiliates (other than on Contributor or any of its affiliates as a partner of the Operating Partnership) without the consent of the other party, such consent not to be unreasonably withheld. Contributor and the Operating Partnership shall retain all Tax Returns, schedules and work papers with respect to the Contributed Entities, the Property Entities, the Subsidiary Entities, and the Properties, and all material records and other documents relating thereto, until the expiration of the statute of limitations (and, to the extent notified by any party, any extensions thereof) of the taxable years to which such Tax Returns and other documents relate and until the final determination of any tax in respect of such years.

  • Payee Tax Representations Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

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