Qualified Electing Fund Clause Samples

Qualified Electing Fund. World Heart shall furnish at its own expense prior to April 30 of each year in respect of the preceding full year to Edwards US an annual informatio▇ ▇▇▇▇▇ment (the "PFIC Annual Information Statement") for such taxable year consistent with the requirements set forth in Treasury Regulation Section 1.1295-1 and any successor provision that is prepared by PricewaterhouseCoopers LLP or a similar accounting firm of international reputation with comparable United States tax expertise. Without limiting the foregoing, the PFIC Annual Information Statement shall set forth (A) the first and last days of the taxable year of World Heart to which the information statement applies, (B) sufficient information to enable Edwards US to calculate its pro ▇▇▇▇ ▇hare of the ordinary earnings and net capital gain of World Heart, and (C) the amount of cash and the fair market value of other property distributed or deemed distributed on a per share basis during the taxable year of World Heart, and shall include a statement that World Heart will permit Edwards US to inspect and copy ▇▇▇▇▇ ▇eart's permanent books of account, records, and such other documents as may be maintained by World Heart that are necessary to establish that the ordinary earnings and net capital gain referred to in (B) above are computed in accordance with United States income tax principles and to verify these amounts and Edwards US's pro rata share the▇▇▇▇. ▇orld Heart shall also provide such other information as (i) is reasonably requested by Edwards US and (ii) as require▇ ▇▇ ▇he United States Internal Revenue Service to enable Edwards US to make a "qualifi▇▇ ▇▇▇cting fund" election under Section 1295 of the Code.
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Related to Qualified Electing Fund

  • Election Period The period which begins on the first day of the Plan Year in which the Participant attains age thirty-five (35) and ends on the date of the Participant’s death. If a Participant separates from Service prior to the first day of the Plan Year in which age thirty-five (35) is attained, the Election Period shall begin on the date of separation, with respect to the account balance as of the date of separation.

  • Fund Elections Each Fund (or its Investment Advisor acting on its behalf) may elect to enter into and execute foreign exchange transactions with third parties that are not affiliated with the Custodian, with State Street Global Markets, which is the foreign exchange division of State Street Bank and Trust Company and its affiliated companies (“SSGM”), or with a sub-custodian. Where the Fund or its Investment Advisor gives Proper Instructions for the execution of a foreign exchange transaction using an indirect foreign exchange service described in the Client Publications, the Fund (or its Investment Advisor) instructs the Custodian, on behalf of the Fund, to direct the execution of such foreign exchange transaction to SSGM or, when the relevant currency is not traded by SSGM, to the applicable sub-custodian. The Custodian shall not have any agency (except as contemplated in preceding sentence), trust or fiduciary obligation to the Fund, its Investment Advisor or any other person in connection with the execution of any foreign exchange transaction. The Custodian shall have no responsibility under this Agreement for the selection of the counterparty to, or the method of execution of, any foreign exchange transaction entered into by the Fund (or its Investment Advisor acting on its behalf) or the reasonableness of the execution rate on any such transaction.

  • Settlement Method Election Physical Settlement, Cash Settlement, or Net Share Settlement, at the election of Counterparty as set forth in a Settlement Notice that satisfies the Settlement Notice Requirements; provided that Physical Settlement shall apply (i) if no Settlement Method is validly selected, (ii) with respect to any Settlement Shares in respect of which Dealer is unable, in good faith and in its commercially reasonable discretion, to unwind its commercially reasonable hedge by the end of the Unwind Period (taking into account any Additional Transactions with overlapping “Unwind Periods” (as defined in the applicable Additional Confirmations)) (A) in a manner that, in the reasonable discretion of Dealer, based on advice of counsel, is consistent with the requirements for qualifying for the safe harbor provided by Rule 10b-18 under the Exchange Act (“Rule 10b-18”) or (B) in its commercially reasonable judgment, due to the occurrence of five or more Disrupted Days or to the lack of sufficient liquidity in the Shares on any Exchange Business Day during the Unwind Period, (iii) to any Termination Settlement Date (as defined under “Termination Settlement” in Paragraph 7(g) below) and (iv) if the Final Date is a Settlement Date other than as the result of a valid Settlement Notice, in respect of such Settlement Date; provided, further, that, if Physical Settlement applies under clause (ii) immediately above, Dealer shall provide written notice to Counterparty at least two Scheduled Trading Days prior to the applicable Settlement Date.

  • Termination of Payment Fund Any portion of the Payment Fund that remains undistributed to the holders of Certificates and Book Entry Shares for twelve months after the Effective Time shall be delivered by the Paying Agent to the Parent, upon demand, and any holder of a Certificate or Book Entry Shares who has not theretofore complied with this Article II shall thereafter look only to the Parent for payment of the Merger Consideration, but shall have no greater rights against the Parent than may be accorded to general unsecured creditors of the Parent under applicable law.

  • Settlement Method Election Date The third Scheduled Trading Day immediately preceding the First Expiration Date.