Common use of Pro Forma Stand-Alone Basis Clause in Contracts

Pro Forma Stand-Alone Basis. For purposes of computing GB Taxes and Nuvectra Taxes on a pro forma stand-alone basis, Tax Items shall be taken into account: (i) only to the extent required or allowable under applicable Tax Law on a pro forma stand-alone basis for such Tax Year, (ii) by assuming that the members of the Nuvectra Group filed on a consolidated basis with Nuvectra as the common parent, (iii) by using all applicable elections, accounting methods, and conventions used on the Tax Return on which such Tax Items are actually reported, (iv) by applying the average Tax rate on such Tax Return (i.e., the Tax rate, expressed as a percentage, equal to the quotient of total Taxes shown on the Tax Return with respect to a particular Tax base and such applicable Tax base), provided, however, if any category of Tax Items is subject to a different rate of Tax than other categories of Tax Items on such Tax Return, the average Tax rate applicable to such category of Tax Items reported on the Tax Return shall apply with respect to such Tax Items, and (v) by treating Tax Benefits as used in the order specified under applicable Tax Law or, to the extent that such Tax Law does not specify the order of use, as used pro rata.

Pro Forma Stand-Alone Basis. For purposes of computing GB Chesapeake Taxes and Nuvectra SSE Taxes on a pro forma stand-alone basis, Tax Items shall be taken into account: (i) only to the extent required or allowable under applicable Tax Law on a pro forma stand-alone basis for such Tax Year, (ii) by assuming that the members of the Nuvectra SSE Group filed on a consolidated basis with Nuvectra SSE as the common parent, (iii) by using all applicable elections, accounting methods, and conventions used on the Tax Return on which such Tax Items are actually reported, (iv) by applying the average Tax rate on such Tax Return (i.e., the Tax rate, expressed as a percentage, equal to the quotient of total Taxes shown on the Tax Return with respect to a particular Tax base and such applicable Tax base), provided, however, if any category of Tax Items is subject to a different rate of Tax than other categories of Tax Items on such Tax Return, the average Tax rate applicable to such category of Tax Items reported on the Tax Return shall apply with respect to such Tax Items, and (v) by treating Tax Benefits as used in the order specified under applicable Tax Law or, to the extent that such Tax Law does not specify the order of use, as used pro rata.