Kentucky Tax Rulings Sample Clauses

Kentucky Tax Rulings. At the request of Big Rivers or the LG&E Parties, the Parties shall request, in writing, that the KRC determine, or issue a certificate or other statement to each Party to the effect, that (i) no Party is liable for any sales or use Tax pursuant to the transactions contemplated by the Operative Documents, (ii) no Party is required to withhold any portion of the payments made thereunder on account of any sales or use Tax, and/or (iii) an exemption and/or a reduced rate of property Tax are allowable with respect to all or any portion of the Assets for any taxable period; provided, however, that, if the KRC determines that any party hereto has any obligation to pay or withhold any sales or use Tax, or that an exemption or reduced rate of Tax is not allowable for a taxable period with respect to all or any portion of the Assets, then the parties also shall request that the KRC determine the amount of such liability, obligation, exemption, or rate and advise each party of the nature and computation of the amount of Tax in controversy. Each party shall have the right to participate in the preparation and filing of any and all written and oral submissions to the KRC for purposes of obtaining the determination, certificate, and/or statement described in this Section 11.7, and each party shall have the right to join in all negotiations and communications with the KRC for such purpose. Each party shall execute all necessary waivers of confidentiality of Tax and other information that is or may be reasonably related to the subject matter of the determinations, statements, and certificates described in this Section 11.7.
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Kentucky Tax Rulings. At the request of Big Rivers or the LG&E Companies, each of Big Rivers and the LG&E Companies shall request jointly and in writing, that the KRC determine, or issue a certificate or other statement to each of those Parties to the effect, that an exemption and/or a reduced rate of property Tax are allowable with respect to all or any portion of the Station Two Assets owned, leased and/or used by Big Rivers or Station Two Subsidiary in the operation and maintenance of Station Two or the Xxxx Station for any taxable period; provided, however, that, if the KRC determines that an exemption or reduced rate of Tax is not allowable for a taxable period with respect to all or any portion of the Station Two Assets, then the Parties shall also request that the KRC determine the amount of such exemption or rate and advise Big Rivers and the LG&E Companies of the nature and computation of the amount of Tax in controversy. Big Rivers and the LG&E Companies shall have the right to participate in the preparation and filing of any and all written and oral submissions to the KRC for purposes of obtaining the determination, certificate, and/or statement described in this Section 17.6, and each of those Parties shall have the right to join in all negotiations and communications with the KRC for such purpose. Each of Big Rivers and the LG&E Companies shall cooperate fully and shall execute all applicable documents and necessary waivers of confidentiality of Tax and other information that is or may be reasonably related to the subject matter of the determinations, statements, and certificates described in this Section 17.6.

Related to Kentucky Tax Rulings

  • Tax Rulings Neither the Company nor any of its Subsidiaries has requested or is the subject of or bound by any private letter ruling, technical advice memorandum, or similar ruling or memorandum with any taxing authority with respect to any material Taxes, nor is any such request outstanding.

  • Tax Ruling The Assuming Institution shall not at any time, without the Receiver’s prior written consent, seek a private letter ruling or other determination from the Internal Revenue Service or otherwise seek to qualify for any special tax treatment or benefits associated with any payments made by the Receiver pursuant to this Single Family Shared-Loss Agreement.

  • DAC TAX AGREEMENT 1. The Reinsured and the Reinsurer, herein collectively called the "Parties", or singularly the "Party", hereby enter into an election under Treasury Regulations Section 1.848-2(g) (8) as promulgated under the Internal Revenue Code, as found in Title 26 of the United States Code, hereinafter referred to as the Regulations and the IRC. Both parties agree to make the election contemplated by this Section 14 by timely attaching to their U.S. tax returns the schedule contemplated by Section 1.848-2(g)(8)(ii) of the Regulations. Furthermore, the parties agree to the following:

  • Federal Tax Opinion FNB shall have received the written opinion of its tax counsel, Xxxx Xxxxx LLP, in form and substance reasonably satisfactory to FNB, dated the Closing Date, to the effect that, on the basis of facts, representations and assumptions set forth or referred to in such opinion, the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code. In rendering such opinion, counsel may require and rely upon representations contained in Tax Representation Letters executed by officers of HBI and FNB.

  • Income Tax Matters (i) In order to comply with all applicable federal or state income tax laws or regulations, the Company may take such action as it deems appropriate to ensure that all applicable federal or state payroll, withholding, income or other taxes, which are the sole and absolute responsibility of Participant, are withheld or collected from Participant.

  • Tax Law The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. It shall be the responsibility of the Fund to notify the Custodian of the obligations imposed on the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of countries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to assist the Fund with respect to any claim for exemption or refund under the tax law of countries for which the Fund has provided such information.

  • Federal Income Tax Allocations Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated:

  • Federal Income Tax Matters The Certificateholders acknowledge that it is their intent and that they understand it is the intent of the Depositor and the Servicer that, for purposes of federal income, State and local income and franchise tax and any other income taxes, the Trust will be treated either as a disregarded entity under Treasury Regulation Section 301.7701-3 or as a partnership, and that the Certificateholders will be treated as partners in that partnership. The Certificateholders by acceptance of a Certificate agree to such treatment and agree to take no action inconsistent with such treatment. For each calendar quarter, other than periods in which there is only one Certificateholder:

  • DAC TAX 14.1 The parties to this Agreement agree to the following provisions pursuant to Section 1.848-2(g)(8) of the Income Tax Regulations effective December 29, 1992, under Section 848 of the Internal Revenue Code of 1986, as amended:

  • U.S. Tax Matters (a) The Company shall, upon the request of any U.S. Investor, (a) determine, with respect to such taxable year whether the Company (or any of its Affiliates) is a passive foreign investment company (“PFIC”) as described in Section 1297 of the United States Internal Revenue Code of 1986, as amended (the “Code”) (including whether any exception to PFIC status may apply) or is or may be classified as a partnership or branch for U.S. federal income tax purposes, and (b) provide such information reasonably available to the Company as any U.S. Investor may reasonably request to permit such U.S. Investor to elect to treat the Company and/or any such entity (including a Subsidiary of the Company) as a “qualified electing fund” (within the meaning of Section 1295 of the Code) (a “QEF Election”) for U.S. federal income tax purposes. The Company shall also, reasonably promptly upon request, obtain and provide any and all other information reasonably deemed necessary by the U.S. Investor to comply with the provisions of this Section 3.3(a). The Company shall, upon the request of any U.S. Investor, appoint an internationally reputable accounting firm acceptable to the U.S. Investor to prepare and submit its U.S. tax filings.

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