IRS Proceedings Sample Clauses
The "IRS Proceedings" clause outlines the procedures and responsibilities of the parties in the event of an audit, investigation, or other formal action by the Internal Revenue Service related to the agreement. Typically, this clause specifies which party will control the response to the IRS, how information will be shared, and who bears the costs or consequences of any resulting tax adjustments. Its core function is to ensure clear communication and allocation of responsibility during IRS actions, thereby minimizing disputes and ensuring efficient handling of tax-related issues.
IRS Proceedings. To the extent and in the manner provided by applicable Code sections and Treasury Regulations thereunder, the Tax Matters Partner shall use commercially reasonable efforts to keep each Partner informed of administrative or judicial proceedings for the adjustment of Partnership items required to be taken into account by a Partner for income tax purposes (such administrative proceedings being referred to herein as a “Tax Audit” and such judicial proceedings being referred to herein as “Judicial Review”). In addition, upon receipt by the Tax Matters Partner of any written notice, request, inquiry or statement of a material nature from the IRS in connection with an examination of the Partnership involving a potential income tax liability for any of the Partners, the Tax Matters Partner shall promptly send each Partner a copy of the documents so received. If the Tax Matters Partner intends to respond in writing to any such documents received from the IRS, the Tax Matters Partner shall use commercially reasonable efforts to provide a copy of its proposed response to all other Partners before such response is to be submitted to the IRS and shall consider in good faith any comments received from other Partners with respect to such proposed response.
IRS Proceedings. The Board shall promptly give notice to the Members of the proposed audit or adjustments of any Company tax returns, shall promptly give notice to the Members of the time and place of meetings with representatives of the Internal Revenue Service, and shall promptly provide the Members with copies of all communications to and from the Internal Revenue Service.
IRS Proceedings. To the extent and in the manner provided by applicable Code sections and Treasury Regulations thereunder, the Tax Matters Partner shall inform each Partner of administrative or judicial proceedings for the adjustment of Partnership items required to be taken into account by a Partner for income tax purposes (such administrative proceedings being referred to as a “tax audit” and such judicial proceedings being referred to as “judicial review”). In addition, upon receipt by the Tax Matters Partner of any written notice, request, inquiry or statement of a material nature from the IRS in connection with an examination of the Partnership involving a potential income tax liability for any of the Partners, the Tax Matters Partner shall promptly send each Partner a copy of the documents so received. If the Tax Matters Partner intends to respond in writing to any such documents received from the IRS, the Tax Matters Partner shall provide a copy of its proposed response to all other Partners at least ten (10) days before such response is to be submitted to the IRS and shall consider in good faith any comments received from other Partners with respect to such proposed response.