Common use of Payroll Taxes and Reporting Clause in Contracts

Payroll Taxes and Reporting. The Parties shall (i) to the extent practicable, treat SpinCo (or the appropriate member of the SpinCo Group) and DevCo (or the appropriate member of the DevCo Group) as a “successor employer” or “predecessor,” as applicable, within the meaning of Sections 3121(a)(1) and 3306(b)(1) of the Code, with respect to SpinCo Employees and DevCo Employees for purposes of Taxes imposed under the United States Federal Unemployment Tax Act or the United States Federal Insurance Contributions Act, and (ii) cooperate with each other to avoid, to the extent possible, the filing of more than one IRS Form W-2 with respect to each SpinCo Employee and DevCo Employee for the calendar year in which the Effective Time occurs.

Payroll Taxes and Reporting. The Parties shall (ia) to the extent practicable, treat SpinCo (or the appropriate member of the SpinCo Group) and DevCo RemainCo (or the appropriate member of the DevCo GroupRemainCo) as a “successor employer” or “predecessor,” as applicable, within the meaning of Sections 3121(a)(1) and 3306(b)(1) of the Code, with respect to SpinCo Employees and DevCo RemainCo Employees for purposes of Taxes imposed under the United States Federal Unemployment Tax Act or the United States Federal Insurance Contributions Act, ; and (iib) cooperate with each other to avoid, to the extent possible, the filing of more than one IRS Form W-2 with respect to each SpinCo Employee and DevCo RemainCo Employee for the calendar year in which the Effective Time occurs.