Required Tax Forms Clause Samples
The "Required Tax Forms" clause obligates one or both parties to provide specific tax documentation necessary for compliance with tax laws or for proper tax reporting. Typically, this involves submitting forms such as W-9s, W-8BENs, or other relevant certificates to confirm tax status, with deadlines or procedures for delivery often specified. By ensuring the correct tax forms are exchanged, this clause helps prevent withholding issues, facilitates accurate tax reporting, and reduces the risk of penalties or delays related to tax compliance.
Required Tax Forms. If the assignee is a Person who is not a Lender, the assignee shall deliver to the Administrative Agent the required tax forms set forth in Section 11.1(g) for such assignee, in form and substance acceptable to the Administrative Agent, prior to the effective date specified in the respective Assignment and Assumption. Subject to acceptance and recording thereof by the Administrative Agent pursuant to Section 11.11(c), from and after the effective date specified in each Assignment and Assumption, the assignee thereunder shall be a party to this Agreement and, to the extent of the interest assigned by such Assignment and Assumption, have the rights and obligations of a Lender under this Agreement, and the assigning Lender thereunder shall, to the extent of the interest assigned by such Assignment and Assumption, be released from its obligations under this Agreement (and, in the case of an Assignment and Assumption covering all of the assigning Lender’s rights and obligations under this Agreement, such Lender shall cease to be a party hereto) but shall continue to be entitled to the benefits of Sections 9.1, 9.4, 11.1 and 11.5 with respect to facts and circumstances occurring prior to the effective date of such assignment; provided that, the effective date specified in each Assignment and Assumption shall be no earlier than the date that the Administrative Agent receives a duly executed copy of such Assignment and Assumption and the other documents required hereby; provided, further, that, except to the extent otherwise expressly agreed by the affected parties, no assignment by a Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender. Any assignment or transfer by a Lender of rights or obligations under this Agreement that does not comply with this paragraph shall be treated for purposes of this Agreement as a sale by such Lender of a participation in such rights and obligations in accordance with Section 11.11(d) (other than a purported assignment to a natural Person, the Borrower or the Borrower’s Subsidiaries or Affiliates, which shall be null and void).
Required Tax Forms. The Parties have agreed that the awards to eligible Claimants shall be treated as statutory damages and Claimants shall receive an IRS Form 1099 where required by law be handled and reported as follows:
1. The Claims Administrator shall serve as trustee of the portion of the Settlement Fund devoted to paying claims (“Claims Fund”) and shall act as a fiduciary with respect to the handling, management, and distribution of the claims, including the handling of tax-related issues and payments.
2. The Settlement Awards shall be treated as statutory damages and the Claims Administrator shall provide Claimants with an IRS Form 1099 for the Settlement Payment where required by law. In the event the Claims Administrator is required to provide Claimants with an IRS Form 1099, within 14 days of a request from the Claims Administrator, Defendant shall provide the Claims Administrator with the individual tax identification number for each such individual in a manner in which the confidentiality of the information is protected. The Claims Administrator shall use this information for purposes of issuing any tax forms.
3. The Claims Administrator shall satisfy all federal, state, local, and other reporting requirements (including any applicable reporting with respect to attorneys’ fees and other costs and expenses subject to reporting), and any and all taxes, penalties, and other obligations with respect to the payments or distributions from the Settlement Fund not otherwise addressed herein.
4. All (i) taxes (including any estimated taxes, interest, or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed on the Defendant with respect to income earned for any period during which the Settlement Fund does not qualify as a “Qualified Settlement Fund” for federal and state income tax purposes (hereinafter “Settlement Fund Taxes”), and (ii) expenses and costs incurred in connection with the operation and implementation of this Section (including, without limitation, expenses of tax attorneys and/or accountants, mailing and distribution costs, and expenses relating to filing (or failing to file) any returns described herein or otherwise required to be filed pursuant to applicable authorities) (hereinafter “Settlement Fund Tax Expenses”), shall be paid out of the Settlement Fund. The Parties hereto agree to cooperate with the Claims Administrator, each other, and their tax attorneys and accountants...