Partnership Returns Sample Clauses

Partnership Returns. The General Partner shall for each fiscal year, file, on behalf of the Partnership, a Partnership return and any other necessary tax returns no less than thirty (30) days before the time prescribed by law (including extensions) for such filing. The General Partner shall use reasonable efforts to cause all Partnership tax returns to be prepared in a timely manner so as to avoid the necessity of the Limited Partners having to obtain extensions for the filing of their individual tax returns.
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Partnership Returns. The General Partners shall, for each fiscal year required, file with the U.S. Internal Revenue Service on behalf of the Partnership, a U.S. Partnership Information Return within the time prescribed by law (including extensions) for such filing. The General Partners shall also file on behalf of the Partnership such state, local, or foreign income tax returns as may be required by applicable law. Within 60 days after the end of each fiscal year of the Partnership, the General Partners shall send to each of the Partners such information as necessary to complete federal, state and local income tax or information returns, including Schedules K-1 (or their equivalent successor tax reports) and copies of the Partnership's Federal, state, local and foreign income tax or information returns for the year. 12.8
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Partnership Returns. The following rules shall apply with respect to the Tax Returns of any partnership (as determined for federal Tax purposes and where applicable state and local purposes) in which any member of the Company Group is a partner on the Closing Date (the “Partnership”). To the extent the Partnership is terminated under Section 708(b)(1)(B) as a result of the Section 338(h)(10) Election, the Seller Representative shall cause to be timely filed in a manner consistent with past practice, applicable Law and this Agreement all Income Tax Returns of the Partnership for any Pre-Closing Tax Period, provided that Seller Representative has authority to prepare and file such Tax Returns on behalf of the Partnership. All other Tax Returns of the Partnership shall be prepared by Purchaser as a complete termination of the Company’s interest in the Partnership under Section 706(c) of the Code, and the amount of any income, gain, deduction or credit allocable to the Pre-Closing Tax Period shall be determined based on an interim closing of the books through (and including) the Closing Date to the extent permitted by the applicable partnership agreement or applicable Law and otherwise by use of the pro ration method provided by Treasury Regulation 1.706. Any income, gain, loss, deduction or credit allocable to the Pre-Closing Tax Period shall be included in the Income Tax Returns of the Sellers for the Pre-Closing Tax Period.
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Partnership Returns. The General Partner shall, for each Partnership fiscal year, file on behalf of the Partnership a partnership federal income tax return and such other income tax returns, forms or reports as may be required by law. The General Partner will furnish annually to each Partner or Assignee the Partner’s or Assignee’s Schedule K-1 and any other information relating to the Partnership’s operations for each year as is reasonably required by each Partner or Assignee for the completion of its federal, state and other income tax return.
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Partnership Returns. The General Partner shall cause the Partnership to file such tax returns as may be required by law. PARTNERSHIP AGREEMENT OF COBB CC INDUSTRIAL PROPERTY INVESTORS LP
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Related to Partnership Returns

  • Tax Partnership It is the intention of the Members that the Company be classified as a partnership for U.S. federal income tax purposes. Unless otherwise approved by the Managing Member, neither the Company nor any Member shall make an election for the Company to be excluded from the application of the provisions of subchapter K of chapter 1 of subtitle A of the Code or any similar provisions of applicable state Law or to be classified as other than a partnership pursuant to Treasury Regulation Section 301.7701-3.

  • Joint Returns In the case of any Tax Contest with respect to any Joint Return, Parent shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

  • Partnership Funds Pending application or distribution, the funds of the Partnership shall be deposited in such bank account or accounts, or invested in such interest-bearing or non-interest bearing investment, including, without limitation, checking and savings accounts, certificates of deposit and time or demand deposits in commercial banks, U.S. government securities and securities guaranteed by U.S. government agencies as shall be designed by the General Partner. Such funds shall not be commingled with funds of any other Person. Withdrawals therefrom shall be made upon such signatures as the General Partner may designate.

  • Return of Contribution Nonrecourse to Other Members Except as provided by law, upon dissolution, each member shall look solely to the assets of the Company for the return of the member's capital contribution. If the Company property remaining after the payment or discharge of the Company's debts and liabilities is insufficient to return the cash contribution of one or more members, such member or members shall have no recourse against any other member or the Board.

  • Preferred Return A Cumulative Return of six percent computed from the Initial Closing Date through the date as of which such amount is being calculated. Property or Properties. The Company's partial or entire interest in real property (including leasehold interests) and personal or mixed property connected therewith. Property Management Fee. The Property Management Fee as defined in Section 9(f) hereof.

  • Taxes and Returns (a) The Purchaser has timely filed, or caused to be timely filed, all material Tax Returns required to be filed by it, which such Tax Returns are accurate and complete in all material respects, and has paid, collected or withheld, or caused to be paid, collected or withheld, all material Taxes required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Purchaser Financials have been established in accordance with GAAP. Schedule 3.10(a) sets forth each jurisdiction where the Purchaser files or is required to file a Tax Return. There are no audits, examinations, investigations or other proceedings pending against the Purchaser in respect of any Tax, and the Purchaser has not been notified in writing of any proposed Tax claims or assessments against the Purchaser (other than, in each case, claims or assessments for which adequate reserves in the Purchaser Financials have been established in accordance with GAAP or are immaterial in amount). There are no Liens with respect to any Taxes upon any of the Purchaser’s assets, other than Permitted Liens. The Purchaser has no outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Purchaser for any extension of time within which to file any Tax Return or within which to pay any Taxes shown to be due on any Tax Return.

  • General Partner Gross Income Allocation After giving effect to the special allocations in paragraph 2 but prior to any allocations under subparagraphs 1(a) or 1(b), there shall be specially allocated to the General Partner an amount of (i) first, items of Partnership income and (ii) second, items of Partnership gain during each fiscal year or other applicable period in an amount equal to the excess, if any, of (A) the cumulative distributions made to the General Partner under Section 7.3(b) of the Agreement, other than distributions which would properly be treated as “guaranteed payments” or which are attributable to the reimbursement of expenses which would properly be either deductible by the Partnership or added to the tax basis of any Partnership asset, over (B) the cumulative allocations of Partnership income and gain to the General Partner under this subparagraph 1(c)(i).

  • Separate Returns In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

  • Capital Accounts of the Partners A. The Partnership shall maintain for each Partner a separate Capital Account in accordance with the rules of Regulations Section l.704-l(b)(2)(iv). Such Capital Account shall be increased by (i) the amount of all Capital Contributions and any other deemed contributions made by such Partner to the Partnership pursuant to this Agreement and (ii) all items of Partnership income and gain (including income and gain exempt from tax) computed in accordance with Section 1.B hereof and allocated to such Partner pursuant to Section 6.1 of the Agreement and Exhibit C thereof, and decreased by (x) the amount of cash or Agreed Value of all actual and deemed distributions of cash or property made to such Partner pursuant to this Agreement and (y) all items of Partnership deduction and loss computed in accordance with Section 1.B hereof and allocated to such Partner pursuant to Section 6.1 of the Agreement and Exhibit C thereof.

  • Partnership Agreements Each of the partnership agreements, declarations of trust or trust agreements, limited liability company agreements (or other similar agreements) and, if applicable, joint venture agreements to which the Company or any of its subsidiaries is a party has been duly authorized, executed and delivered by the Company or the relevant subsidiary, as the case may be, and constitutes the valid and binding agreement of the Company or such subsidiary, as the case may be, enforceable in accordance with its terms, except as the enforcement thereof may be limited by (A) the effect of bankruptcy, insolvency or other similar laws now or hereafter in effect relating to or affecting creditors’ rights generally or (B) the effect of general principles of equity, and the execution, delivery and performance of such agreements did not, at the time of execution and delivery, and does not constitute a breach of or default under the charter or bylaws, partnership agreement, declaration of trust or trust agreement, or limited liability company agreement (or other similar agreement), as the case may be, of the Company or any of its subsidiaries or any of the Agreements and Instruments or any law, administrative regulation or administrative or court order or decree.

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