Pro Forma Returns Sample Clauses
Pro Forma Returns. For each Agreement Year, AOL Time Warner shall prepare a pro forma federal income tax return for the TWC Consolidated Group (a "Pro Forma TWC Return") and the Parent Group (a "Pro Forma Parent Return"). The Pro Forma TWC Return shall be prepared based on the corresponding TWC Tax Package provided pursuant to Section 7 hereof. Except as otherwise provided herein, the Pro Forma TWC Return and Pro Forma Parent Return for each Agreement Year shall be prepared as if TWC filed a consolidated return on behalf of the TWC Consolidated Group for such taxable year, and no member of one Group was a member of the other Group. The Pro Forma Return for each Group shall reflect any carryovers of net operating losses, net capital losses, excess tax credits, or other tax attributes from prior Pro Forma Returns for such Group which could have been utilized by such Group if the TWC Consolidated Group had never been included in the AOL Time Warner Consolidated Group and all Pro Forma Returns for the relevant Group had been actual returns. The Pro Forma Return for each Group shall be prepared in a manner that reflects all elections, positions, and methods used in the AOL Time Warner Consolidated Return that must be applied on a consolidated basis and otherwise the Pro Forma Parent Return shall be prepared in a manner consistent with the AOL Time Warner Consolidated Return and the Pro Forma TWC Return shall be prepared in a manner consistent with past practices of the Time Warner cable group. The provisions of the Code that require consolidated computations, such as Sections 861, 1201-1212 and 1231, shall be applied separately to each Group as if such Group and the other Group were separate affiliated groups,
(a) the Pro Forma TWC Return prepared for the last taxable year, or portion thereof, during which the TWC Consolidated Group is included in the AOL Time Warner Consolidated Return shall also include any income, gains or losses of the members of the TWC Consolidated Group on transactions within the TWC Consolidated Group that must be taken into account pursuant to Section 1.1502-13 of the Regulations and any income of the members of the TWC Consolidated Group that must be taken into account pursuant to Section 1.1502-19 of the Regulations and, in each case, reflected on the AOL Time Warner Consolidated Return when the TWC Consolidated Group ceases to be included in the AOL Time Warner Consolidated Return; and (b) transactions between the TWC Consolidated Group, on the one ha...
Pro Forma Returns. On the date that is five (5) business days prior to the due date for the Distributing Consolidated Group’s 2005 consolidated federal income tax return, including extensions, Distributing shall deliver to Tronox a pro forma federal income tax return (the “2005 Pro Forma Federal Tax Return”) of the Tronox Group reflecting the Tronox Federal Tax Liability for the portion of such taxable year in which members of the Tronox Group were included in the Distributing Consolidated Group. On the date that is five (5) business days prior to the due date for each Combined Tax Return, including extensions, for any taxable period that includes, but does not, with respect to Distributing or any member of the Distributing Group, end on the Deconsolidation Date, Distributing shall deliver to Tronox the relevant pro forma Combined Tax Return (each a “Pro Forma Combined Tax Return” and together with the 2005 Pro Forma Federal Tax Return, the “Pro Forma Returns”) of the Tronox Group reflecting the relevant Tronox Combined Tax Liability for the portion of such taxable period in which members of the Tronox Group were included in the Distributing Consolidated Group with respect to such Combined Tax. Distributing shall prepare the Pro Forma Returns taking into account elections, methods of accounting and positions with respect to specific items that are consistent with those to be made by Distributing for purposes of the Federal Tax Returns and Combined Tax Returns.
Pro Forma Returns. On or before the later of one year after the Effective Date and 45 days before the filing of the last federal income tax return that includes any part of the Transition Period, Green shall provide Downstream with copies of pro forma stand-alone federal income tax returns for the Downstream Group for the Transition Period. The obligation to furnish returns is dealt with in part 5.