Common use of Payment of Federal, State and Local Taxes Clause in Contracts

Payment of Federal, State and Local Taxes. a. Payments to eligible Named Plaintiffs and other Class Members from the Account will be subject to applicable tax withholding and reporting requirements pursuant to the allocation set out in Section IV.B.1, and shall be made net of all applicable employment taxes, including, without limitation, federal, state and local income tax withholding and applicable FICA taxes. b. The Notice Administrator, as administrator of the QSF, and on behalf of the QSF, is expected to and shall carry out all the duties and obligations of the QSF in accordance with the Code and Treasury Regulations and all other applicable law, including in respect of all withholding and employment taxes and all information reporting requirements with respect thereto. c. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable to wages and lost mobility and career opportunities to each eligible Class Member and to the United States Internal Revenue Service (“IRS”) and to other appropriate taxing authorities (each of the IRS and any such other taxing authority, a “Taxing Authority,” and collectively, “Taxing Authorities”) on an IRS Form W-2, or any other applicable form for the reporting of amounts treated as wages for tax purposes. Such amounts shall be subject to applicable employment taxes and withholding taxes, including without limitation FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA. d. The Notice Administrator shall pay from the QSF the employee’s and employer’s shares of all U.S. federal, state, and local employment taxes, including without limitation the employer’s share of FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA, required to be paid by an employee or employer on amounts as allocable to wages and lost mobility and career opportunities (all such U.S. federal, state and local taxes, collectively the “Payroll Taxes”). Neither Named Plaintiffs, their counsel, Class Members nor the Notice Administrator shall seek payment for Payroll Taxes from the Settling Defendants or any Released Party. e. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable to statutory multiplier damages to each eligible Class Member and all applicable Taxing Authorities, to the extent required by law, under the Class Member’s name and U.S. federal taxpayer identification number on IRS Forms 1099, or other applicable forms, and such payments shall be made without deduction for taxes and withholdings, except as required by law, as determined by the Notice Administrator, as administrator of the QSF making such payments. f. The Notice Administrator shall be responsible to satisfy from the Settlement Fund any and all federal, state and local employment and withholding taxes, including, without limitation, federal, state and local income tax withholding, and any U.S. federal taxes including without limitation FICA, FUTA, and Medicare and any state employment taxes including without limitation SUTA. The Notice Administrator shall promptly provide to any Settling Defendant the information and documentation (including copies of applicable IRS and state forms) reasonably requested by the Settling Defendant with respect to the payment or remittance of such employment and withholding taxes. The Notice Administrator shall satisfy all federal, state, local, and other reporting requirements (including without limitation any applicable reporting with respect to attorneys’ fees and other costs subject to reporting), and any and all taxes, together with interest and penalties imposed thereon, and other obligations with respect to the payments or distributions from the Settlement Fund not otherwise addressed herein. g. The Notice Administrator shall be responsible for procuring any required tax forms from the Class Members prior to making any such payments or distributions. h. For avoidance of doubt, neither the Settling Defendants nor any Released Party nor Class Counsel nor Xxxxxx Counsel shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to any Class Member, or based on the activities and income of the QSF. In addition, neither the Settling Defendants nor any Released Party shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to Class Counsel or Xxxxxx Counsel. The QSF will be solely responsible for its tax obligations. Each Class Member will be solely responsible for his/her tax obligations. Each Class Counsel and Xxxxxx Xxxxxxx attorney or firm will be solely responsible for his/her/its tax obligations.

Payment of Federal, State and Local Taxes. a. Payments The Parties recognize that the awards to eligible Named Plaintiffs and other Class Members from the Account Claimants will be subject to applicable tax withholding and reporting requirements pursuant to the allocation set out in Section IV.B.1reporting, and which will be handled as follows: 1. The Claims Administrator shall be made net of all applicable employment taxes, including, without limitation, federal, state and local income tax withholding and applicable FICA taxes. b. The Notice Administrator, serve as administrator trustee of the QSF, and on behalf of the QSF, is expected to and shall carry out all the duties and obligations of the QSF in accordance with the Code and Treasury Regulations and all other applicable law, including in respect of all withholding and employment taxes and all information reporting requirements with respect thereto. c. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable devoted to wages and lost mobility and career opportunities to each eligible Class Member and to the United States Internal Revenue Service paying claims (“IRSClaims Fund”) and shall act as a fiduciary with respect to other appropriate taxing authorities (each the handling, management, and distribution of the IRS and any such other taxing authority, a “Taxing Authority,” and collectively, “Taxing Authorities”) on an IRS Form W-2, or any other applicable form for the reporting of amounts treated as wages for tax purposes. Such amounts shall be subject to applicable employment taxes and withholding taxesclaims, including without limitation FICAthe handling of tax-related issues and payments. Specifically, FUTA, Medicare and any state and local taxes, including without limitation SUTA. d. The Notice Administrator shall pay from the QSF the employee’s and employer’s shares of all U.S. federal, state, and local employment taxes, including without limitation the employer’s share of FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA, required to be paid by an employee or employer on amounts as allocable to wages and lost mobility and career opportunities (all such U.S. federal, state and local taxes, collectively the “Payroll Taxes”). Neither Named Plaintiffs, their counsel, Class Members nor the Notice Administrator shall seek payment for Payroll Taxes from the Settling Defendants or any Released Party. e. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable to statutory multiplier damages to each eligible Class Member and all applicable Taxing Authorities, to the extent required by law, under the Class Member’s name and U.S. federal taxpayer identification number on IRS Forms 1099, or other applicable forms, and such payments shall be made without deduction for taxes and withholdings, except as required by law, as determined by the Notice Administrator, as administrator of the QSF making such payments. f. The Notice Claims Administrator shall be responsible to satisfy for withholding, remitting, and reporting of the employer and the Claimants’ share of payroll taxes from the Settlement Fund. 2. The Claims Administrator shall be responsible for the timely reporting and remitting of the Employer Payroll Tax Payment to the appropriate taxing authorities and shall indemnify the Settling Defendant for any and all penalties and interest relating to such tax payments, including those arising out of an incorrect calculation and/or late payment of the correct taxes. 3. The Claims Administrator shall be responsible for satisfying from the Claims Fund any and all federal, state and local employment and withholding taxes, including, without limitation, federal, federal and state and local income tax withholding, and any U.S. federal taxes including without limitation FICA, FUTAMedicare, and Medicare and any state employment taxes including without limitation SUTAtaxes. 4. The Notice Administrator shall promptly provide to any Settling Defendant the information and documentation (including copies of applicable IRS and state forms) reasonably requested by the Settling Defendant with respect to the payment or remittance of such employment and withholding taxes. The Notice Claims Administrator shall satisfy all federal, state, local, and other reporting requirements (including without limitation any applicable reporting with respect to attorneys’ fees and other costs and expenses subject to reporting), and any and all taxes, together with interest and penalties imposed thereonpenalties, and other obligations with respect to the payments or distributions from the Settlement Fund not otherwise addressed herein. g. The Notice Administrator shall 5. All (i) taxes (including any estimated taxes, interest, or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be responsible for procuring any required tax forms from the Class Members prior to making any such payments or distributions. h. For avoidance of doubt, neither imposed on the Settling Defendants nor with respect to income earned for any Released Party nor Class Counsel nor Xxxxxx Counsel period during which the Settlement Fund does not qualify as a “Qualified Settlement Fund” for federal and state income tax purposes (hereinafter “Settlement Fund Taxes”), and (ii) expenses and costs incurred in connection with the operation and implementation of this Section (including, without limitation, expenses of tax attorneys and/or accountants, mailing and distribution costs, and expenses relating to filing (or failing to file) any returns described herein or otherwise required to be filed pursuant to applicable authorities) (hereinafter “Settlement Fund Tax Expenses”), shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to any Class Member, or based on the activities and income be paid out of the QSF. In addition, neither the Settling Defendants nor any Released Party shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to Class Counsel or Xxxxxx CounselSettlement Fund. The QSF will Parties hereto agree to cooperate with the Claims Administrator, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions set forth in this Section. 6. Other than the withholding and reporting requirements set forth in Section VI.E.2.- 3., Claimants shall be solely responsible for its the reporting and payment of any federal, state, and/or local income or other tax obligationsor any other withholdings, if any, on any of the payments made pursuant to this Settlement Agreement. Each Class Member will be solely responsible for his/her tax obligations. Each Class Counsel The Settling Defendant makes no representations, and Xxxxxx Xxxxxxx it is understood and agreed that the Settling Defendant has made no representations, as to the taxability of any portions of the settlement payments to any Claimants, the payment of any cost or an award of attorney fees, or firm will be solely responsible for his/her/its tax obligationsany payments to the Named Plaintiffs.

Payment of Federal, State and Local Taxes. a. Payments The parties recognize that the awards to eligible Claimants from the Settlement Fund and to Named Plaintiffs and other Class Members from the Account Settlement Fund will be subject to applicable tax withholding and reporting requirements pursuant to the allocation set out in Section IV.B.1reporting, and which will be handled as follows: The Claims Administrator shall be made net of all applicable employment taxes, including, without limitation, federal, state and local income tax withholding and applicable FICA taxes. b. The Notice Administrator, serve as administrator of the QSF, and on behalf of the QSF, is expected to and shall carry out all the duties and obligations of the QSF in accordance with the Code and Treasury Regulations and all other applicable law, including in respect of all withholding and employment taxes and all information reporting requirements with respect thereto. c. The Notice Administrator, as administrator of the QSF, shall report that portion trustee of the Settlement Fund payments made by the QSF allocable to wages Funds and lost mobility and career opportunities to each eligible Class Member and shall act as a fiduciary with respect to the United States Internal Revenue Service (“IRS”) handling, management, and to other appropriate taxing authorities (distribution of amounts therefrom, including the handling of tax-related issues and payments. Specifically, the Claims Administrator shall be responsible for the withholding, remitting and reporting of Defendant’s and each Claimant’s and Named Plaintiff’s share of the IRS and any such other taxing authority, a “Taxing Authority,” and collectively, “Taxing Authorities”) on an IRS Form W-2, or any other applicable form for payroll taxes from the reporting of amounts treated as wages for Settlement Fund. For tax purposes, MetLife and financed NELICO Claimants will receive a Form W-2 with respect to any wage portion of a settlement award; non-financed NELICO Claimants will receive a Form 1099; and all Claimants will receive a Form 1099 with respect to any portion of a settlement award allocated to emotional distress claims. Such amounts The Claims Administrator shall be subject responsible to applicable employment taxes and withholding taxes, including without limitation FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA. d. The Notice Administrator shall pay from the QSF the employee’s and employer’s shares of all U.S. federal, state, and local employment taxes, including without limitation Settlement Fund the employer’s share of FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA, required to be paid by an employee or employer on amounts as allocable to wages and lost mobility and career opportunities (all such U.S. federal, state and local taxes, collectively the “Payroll Taxes”). Neither Named Plaintiffs, their counsel, Class Members nor the Notice Administrator shall seek payment for Payroll Taxes from the Settling Defendants or any Released Party. e. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable to statutory multiplier damages to each eligible Class Member and all applicable Taxing Authorities, to the extent required by law, under the Class Member’s name and U.S. federal taxpayer identification number on IRS Forms 1099, or other applicable forms, and such payments shall be made without deduction for taxes and withholdings, except as required by law, as determined by the Notice Administrator, as administrator of the QSF making such payments. f. The Notice Administrator shall be responsible to satisfy from the Settlement Fund any and all federal, state and local employment and withholding taxes, including, without limitation, federal, federal and state and local income tax withholding, and any U.S. federal taxes including without limitation FICA, FUTA, and Medicare SUTA, Medicare, and any state employment taxes including without limitation SUTA(hereinafter “Employer Payroll Tax Payment”). The Notice Claims Administrator shall promptly provide inform Defendant in writing of the employer’s share of all taxes or contributions required to be paid by Defendant upon receiving all of the Claim Forms and finalizing the Awards. The Claims Administrator shall timely report and remit the employer share of the Employer Payroll Tax Payment to the appropriate taxing authorities. The Claims Administrator shall indemnify Defendant for any Settling Defendant shortfall in tax withholdings or penalty caused by an incorrect calculation and/or interest caused by a late deposit of any taxes or contributions addressed herein, solely to the information extent such incorrect calculation and/or late deposit was caused by the Claims Administrator’s gross negligence or willful misconduct. Subject to the Claims Administrator’s obligation to comply with applicable laws, the parties anticipate that any amounts designated as interest shall not be subject to withholding and documentation (including copies of applicable shall be reported, if required, to the IRS and state forms) reasonably requested by the Settling Defendant with respect to the payment or remittance of such employment Claimants on Form 1099-INT. Although Defendant shall have access to individual allocation amounts solely for tax and withholding taxesreporting purposes, Defendant shall not have access to Settlement Class Member Claim Forms. The Notice Claims Administrator shall satisfy all federal, state, local, and other reporting requirements (including without limitation any applicable reporting with respect to attorneys’ fees and other costs subject to reporting), and any and all taxes, together with interest and penalties imposed thereon, and other obligations with respect to the payments or distributions from the Settlement Fund not otherwise addressed herein. g. . Provided, however, that Claimants are fully responsible for the payment of any and all federal, state or local taxes resulting from or attributable to distributions that they receive from the Settlement Fund, excluding the Employer Payroll Tax Payment and excluding amounts properly withheld from the distributions. The Notice Claims Administrator shall be responsible for procuring Form W-4, Form W-9, and any other required tax forms from the Named Plaintiffs and Settlement Class Members prior Members. All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to making the income earned by the Settlement Fund, including any such payments taxes or distributions. h. For avoidance tax detriments that may be imposed on Defendant with respect to income earned for any period during which the Settlement Fund does not qualify as a “Qualified Settlement Fund” for federal and state income tax purposes (hereinafter “Settlement Fund Taxes”), and (ii) expenses and costs incurred in connection with the operation and implementation of doubtthis paragraph (including, neither the Settling Defendants nor without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) any Released Party nor Class Counsel nor Xxxxxx Counsel returns described herein or otherwise required to be filed pursuant to applicable authorities) (hereinafter “Settlement Fund Tax Expenses”), shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to any Class Member, or based on the activities and income be paid out of the QSFSettlement Fund. In additionFurther, neither Settlement Fund Taxes and Settlement Fund Tax Expenses shall be treated as a cost of the Settling Defendants nor any Released Party shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to Class Counsel or Xxxxxx Counseladministration of the Settlement Fund. The QSF will be solely responsible for its parties hereto agree to cooperate with the Claims Administrator, each other, and their tax obligations. Each Class Member will be solely responsible for his/her tax obligations. Each Class Counsel attorneys and Xxxxxx Xxxxxxx attorney or firm will be solely responsible for his/her/its tax obligationsaccountants to the extent reasonably necessary to carry out the provisions set forth in this paragraph.

Payment of Federal, State and Local Taxes. a. Payments to eligible Named Plaintiffs and other Class Members from the Account will be subject to applicable tax withholding and reporting requirements pursuant to the allocation set out in Section IV.B.1, and shall be made net of all applicable employment taxes, including, without limitation, federal, state and local income tax withholding and applicable FICA taxes. b. The Notice Administrator, as administrator of the QSF, and on behalf of the QSF, is expected to and shall carry out all the duties and obligations of the QSF in accordance with the Code and Treasury Regulations and all other applicable law, including in respect of all withholding and employment taxes and all information reporting requirements with respect thereto. c. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable to wages and lost mobility and career opportunities to each eligible Class Member and to the United States Internal Revenue Service (“IRS”) and to other appropriate taxing authorities (each of the IRS and any such other taxing authority, a “Taxing Authority,” and collectively, “Taxing Authorities”) on an IRS Form W-2, or any other applicable form for the reporting of amounts treated as wages for tax purposes. Such amounts shall be subject to applicable employment taxes and withholding taxes, including without limitation FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA. d. The Notice Administrator shall pay from the QSF the employee’s and employer’s shares of all U.S. federal, state, and local employment taxes, including without limitation the employer’s share of FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA, required to be paid by an employee or employer on amounts as allocable to wages and lost mobility and career opportunities (all such U.S. federal, state and local taxes, collectively the “Payroll Taxes”). Neither Named Plaintiffs, their counsel, Class Members nor the Notice Administrator shall seek payment for Payroll Taxes from the Settling Defendants or any Released Party. e. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable to statutory multiplier damages to each eligible Class Member and all applicable Taxing Authorities, to the extent required by law, under the Class Member’s name and U.S. federal taxpayer identification number on IRS Forms 1099, or other applicable forms, and such payments shall be made without deduction for taxes and withholdings, except as required by law, as determined by the Notice Administrator, as administrator of the QSF making such payments. f. The Notice Administrator shall be responsible to satisfy from the Settlement Fund any and all federal, state and local employment and withholding taxes, including, without limitation, federal, state and local income tax withholding, and any U.S. federal taxes including without limitation FICA, FUTA, and Medicare and any state employment taxes including without limitation SUTA. The Notice Administrator shall promptly provide to any Settling Defendant the information and documentation (including copies of applicable IRS and state forms) reasonably requested by the Settling Defendant with respect to the payment or remittance of such employment and withholding taxes. The Notice Administrator shall satisfy all federal, state, local, and other reporting requirements (including without limitation any applicable reporting with respect to attorneys’ fees and other costs subject to reporting), and any and all taxes, together with interest and penalties imposed thereon, and other obligations with respect to the payments or distributions from the Settlement Fund not otherwise addressed herein. g. The Notice Administrator shall be responsible for procuring any required tax forms from the Class Members prior to making any such payments or distributions. h. For avoidance of doubt, neither the Settling Defendants nor any Released Party nor Class Counsel nor Xxxxxx Counsel shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to any Class Member, or based on the activities and income of the QSF. In addition, neither the Settling Defendants nor any Released Party shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to Class Counsel or Xxxxxx Counsel. The QSF will be solely responsible for its tax obligations. Each Class Member will be solely responsible for his/her tax obligations. Each Class Counsel and Xxxxxx Xxxxxxx Counsel attorney or firm will be solely responsible for his/her/its tax obligations.

Payment of Federal, State and Local Taxes. a. Payments The Parties recognize that the‌ Monetary Award to eligible Named Plaintiffs and other Class Members from the Account Claimants will be subject to applicable tax withholding and reporting requirements pursuant to the allocation set out in Section IV.B.1reporting, and which will be handled as follows: (a) The Claims Administrator shall be made net of all applicable employment taxes, including, without limitation, federal, state and local income tax withholding and applicable FICA taxes. b. The Notice Administrator, serve as administrator trustee of the QSF, and on behalf of the QSF, is expected to and shall carry out all the duties and obligations of the QSF in accordance with the Code and Treasury Regulations and all other applicable law, including in respect of all withholding and employment taxes and all information reporting requirements with respect thereto. c. The Notice Administrator, as administrator of the QSF, shall report that portion of the Settlement Fund payments made by the QSF allocable devoted to wages and lost mobility and career opportunities to each eligible Class Member and to the United States Internal Revenue Service paying claims (“IRSClaims Fund”) and shall act as a fiduciary with respect to other appropriate taxing authorities (each the handling, management, and distribution of the IRS claims, including the handling of tax-related issues and any such other taxing authoritypayments. Specifically, a “Taxing Authority,” the Claims Administrator shall be responsible for withholding, remitting and collectively, “Taxing Authorities”) on an IRS Form W-2, or any other applicable form for the reporting of amounts treated as wages for tax purposes. Such amounts the Claimants’ share of the payroll taxes from the Claims Fund, and Defendant shall be subject to applicable employment taxes and withholding taxes, including without limitation FICA, FUTA, Medicare and any state and local taxes, including without limitation SUTA. d. The Notice Administrator shall pay from the QSF the employee’s and employer’s shares of all U.S. federal, state, and local employment taxes, including without limitation responsible for the employer’s share of FICApayroll taxes as set forth in this Section (b) below. (b) The Claims Administrator shall inform Defendant in writing of the employer’s share of all taxes or contributions (i.e., FUTA, Medicare and any state and local taxes, including without limitation SUTA, FICA and Medicare) required to be paid by an employee or employer on amounts as allocable to wages and lost mobility and career opportunities Defendant. Defendant shall, within twenty (20) business days of such notice, remit all such U.S. federal, state and local taxes, collectively payments to the Claims Administrator for payment to appropriate taxing authorities (“Employer Payroll TaxesTax Payment”). Neither Named PlaintiffsDefendant shall also have no obligation to pay, their counsel, and the Employer Payroll Tax Payment shall not include: (i) the employer’s share of taxes and contributions pertaining to any Class Members nor who opt out; (ii) any tax consequence associated with Attorneys’ Fees and Expenses and Service Awards; and (iii) anything other than the Notice employer’s share of payroll taxes and withholdings in connection with Monetary Awards to the Settlement Class Members. (c) The Special Master will establish and provide to the Claims Administrator, for tax purposes, the allocation of Monetary Awards to wage and non-wage income or other tax character as is appropriate based on the principles set forth in the IRS Regulations. (d) The Claims Administrator shall seek be responsible for the timely reporting and remitting of the Employer Payroll Tax Payment to the appropriate taxing authorities and shall take all steps necessary to correct any inaccurate calculations, including but not limited to indemnifying Defendant for any penalty arising out of an incorrect calculation and/or interest with respect to late payment for Payroll Taxes from of the Settling Defendants or any Released Partysame. e. The Notice (e) Subject to the Claims Administrator’s obligation to comply with applicable laws, the Parties anticipate that any amounts designated as administrator of the QSFinterest shall not be subject to withholding and shall be reported, shall report that portion of the Settlement Fund payments made by the QSF allocable to statutory multiplier damages to each eligible Class Member and all applicable Taxing Authoritiesif required, to the extent required by lawIRS on Form 1099-INT. The amounts paid for emotional distress, under the Class Member’s name if any, shall not be subject to withholding and U.S. federal taxpayer identification number on IRS Forms 1099, or other applicable forms, and such payments shall be made without deduction for taxes and withholdings, except as required by law, as determined by reported to the Notice Administrator, as administrator of the QSF making such paymentsIRS on Form 1099- MISC. f. The Notice (f) Except with respect to the Employer Payroll Tax Payment, which will be paid by Defendant, the Claims Administrator shall be responsible to satisfy from the Settlement Claims Fund any and all federal, state and local employment and withholding taxes, including, without limitation, federal, federal and state and local income tax withholding, and any U.S. federal taxes including without limitation FICA, FUTAMedicare, and Medicare and any state employment taxes including without limitation SUTA. taxes. (g) The Notice Administrator shall promptly provide to any Settling Defendant the information and documentation (including copies of applicable IRS and state forms) reasonably requested by the Settling Defendant with respect to the payment or remittance of such employment and withholding taxes. The Notice Claims Administrator shall satisfy all federal, state, local, and other reporting requirements (including without limitation any applicable reporting with respect to attorneys’ fees and other costs and expenses subject to reporting), and any and all taxes, together with interest and penalties imposed thereonpenalties, and other obligations with respect to the payments or distributions from the Settlement Fund not otherwise addressed herein. g. The Notice Administrator (h) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed on Defendant with respect to income earned for any period during which the Settlement Fund does not qualify as a “Qualified Settlement Fund” for federal and state income tax purposes (hereinafter “Settlement Fund Taxes”), and (ii) expenses and costs incurred in connection with the operation and implementation of this Section (including, without limitation, expenses of tax attorneys and/or accountants, mailing and distribution costs, and expenses relating to filing (or failing to file) any returns described herein or otherwise required to be filed pursuant to applicable authorities) (hereinafter “Settlement Fund Tax Expenses”), shall be responsible for procuring any required paid out of the Settlement Fund. Further, Settlement Fund Taxes and Settlement Fund Tax Expenses shall be treated as a cost of the administration of the Settlement Fund. The Parties hereto agree to cooperate with the Claims Administrator, each other, and their tax forms from attorneys and accountants to the extent reasonably necessary to carry out the provisions set forth in this Section. (i) Other than the withholding and reporting requirements set forth in Section IX.K.2.(b), Settlement Class Members prior to making any such payments or distributions. h. For avoidance of doubt, neither the Settling Defendants nor any Released Party nor Class Counsel nor Xxxxxx Counsel and Named Plaintiffs shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to any Class Member, or based on the activities and income of the QSF. In addition, neither the Settling Defendants nor any Released Party shall have any liability, obligation or responsibility whatsoever for tax obligations arising from payments to Class Counsel or Xxxxxx Counsel. The QSF will be solely responsible for its the reporting and payment of any federal, state, and/or local income or other tax obligationsor any other withholdings, if any, on any of the payments made pursuant to this Settlement Agreement. Each Defendant makes no representations and it is understood and agreed that Defendant has made no representations as to the taxability of any portions of the payments to any Settlement Class Member Members, the payment of any cost or an award of attorney fees, or any payments to the Named Plaintiffs. The Notice will be solely responsible for his/her advise Settlement Class Members to seek their own tax obligations. Each Class Counsel and Xxxxxx Xxxxxxx attorney or firm will be solely responsible for his/her/its tax obligationsadvice prior to acting in response to the Notice.