Common use of PERIOD THAT INCLUDES THE DATE OF DISTRIBUTION Clause in Contracts

PERIOD THAT INCLUDES THE DATE OF DISTRIBUTION. (a) To the extent permitted by law or administrative practice, the taxable year of the PracticeWorks Group shall be treated as closing at the close of the Date of Distribution. (b) If it is necessary for purposes of this Agreement to determine the Tax liability of any member of the PracticeWorks Group for a taxable year or period that begins on or before and ends after the Date of the Distribution and is not treated under Section 2.05(a) as closing at the close of the Date of Distribution, the determination shall be made, in the case of Taxes that are based upon income or receipts, by assuming that the relevant taxable period ended at the close of the Date of Distribution, except that any exemptions, allowances or deductions that are calculated on an annual basis shall be apportioned on a time basis. In the case of Taxes that are imposed on a periodic basis, are payable for a taxable period that includes (but does not end on) the Date of Distribution, and are not based upon or related to income or receipts, the portion of such Tax that relates to the Period Before Distribution shall be deemed to be the amount of such Tax for the entire taxable period multiplied by a fraction the numerator of which is the number of days in the taxable period ending on the Date of Distribution and the denominator of which is the number of days in the entire taxable period.