Single Business Returns Clause Samples
The Single Business Returns clause establishes that all transactions or dealings between the parties will be consolidated into a single, unified business return or report. In practice, this means that instead of submitting multiple returns for separate transactions or business activities, the parties will aggregate all relevant information into one comprehensive filing. This approach streamlines administrative processes, reduces duplication of effort, and minimizes the risk of inconsistencies or errors across multiple returns, thereby ensuring greater efficiency and clarity in reporting obligations.
Single Business Returns. (a) Parent shall prepare and file (or cause a Parent Entity to prepare and file) any Single Business Returns for a Pre-Closing Period or a Straddle Period that reflects or reports Tax Items relating only to the Bluegreen Business and shall pay, or cause such Parent Entity to pay, all Taxes shown to be due and payable on such Tax Returns; provided that New BBX Capital shall reimburse Parent for any such Taxes that are New BBX Capital Taxes.
(b) New BBX Capital shall prepare and file (or cause a New BBX Capital Entity to prepare and file) any Single Business Returns for a Pre-Closing Period or a Straddle Period that reflects or reports Tax Items relating only to the New BBX Capital Business and shall pay, or cause such New BBX Capital Entity to pay, all Taxes shown to be due and payable on such Tax Returns; provided that Parent shall reimburse New BBX Capital for any such Taxes that are Parent Taxes.
Single Business Returns. (a) Cogint shall prepare and file (or cause a Cogint Entity to prepare and file) any Single Business Returns for a Pre-Closing Period or a Straddle Period required to be filed by Cogint or a Cogint Entity and shall pay, or cause such Cogint Entity to pay, all Taxes shown to be due and payable on such Tax Returns; provided that SpinCo shall reimburse Cogint for any such Taxes that are SpinCo Taxes.
(b) SpinCo shall prepare and file (or cause a SpinCo Entity to prepare and file) any Single Business Returns for a Pre-Closing Period or a Straddle Period required to be filed by SpinCo or a SpinCo Entity and shall pay, or cause such SpinCo Entity to pay, all Taxes shown to be due and payable on such Tax Returns; provided that Cogint shall reimburse SpinCo for any such Taxes that are Cogint Taxes.
Single Business Returns. Except as set forth in Section 2.01(d), (a) Navy shall prepare and file (or cause a Navy Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by Navy or a Navy Entity and shall pay, or cause such Navy Entity to pay, all Taxes shown to be due and payable on such Tax Return; provided that Red Lion shall reimburse Navy for any such Taxes that are Red Lion Taxes (for the avoidance of doubt taking into account those payments (if any) of Taxes with respect to such Tax Return made on or prior to the Closing Date), and (b) Red Lion shall prepare and file (or cause a Red Lion Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by Red Lion or a Red Lion Entity and Red Lion shall pay, or cause such Red Lion Entity to pay, all Taxes shown to be due and payable on such Tax Return; provided that Navy shall reimburse Red Lion for any such Taxes that are Navy Taxes (for the avoidance of doubt taking into account those payments (if any) of Taxes with respect to such Tax Return made on or prior to the Closing Date).
Single Business Returns. In the case of any such State Income Taxes due with respect to, or required to be reported, on a Single Business Return:
(A) The BGC Entities shall be responsible for any such State Income Taxes due with respect to, or required to be reported on, any BGC Single Business Return.
(B) The Newmark Entities shall be responsible for any such State Income Taxes due with respect to, or required to be reported on, any Newmark Single Business Return.
Single Business Returns. In the case of any such Foreign Income Taxes due with respect to, or required to be reported on, a Single Business Return:
(A) The BGC Entities shall be responsible for any such Foreign Income Taxes due with respect to, or required to be reported on, any BGC Single Business Return.
(B) The Newmark Entities shall be responsible for any such Foreign Income Taxes due with respect to, or required to be reported on, any Newmark Single Business Return.
Single Business Returns. (a) Inpixon shall prepare and file (or cause an Inpixon Entity to prepare and file) any Single Business Returns for a Pre-Closing Period or a Straddle Period required to be filed by Inpixon or an Inpixon Entity and shall pay, or cause such Inpixon Entity to pay, all Taxes shown to be due and payable on such Tax Returns; provided that Sysorex shall reimburse Inpixon for any such Taxes that are Sysorex Taxes.
(b) Sysorex shall prepare and file (or cause a Sysorex Entity to prepare and file) any Single Business Returns for a Pre-Closing Period or a Straddle Period required to be filed by Sysorex or a Sysorex Entity and shall pay, or cause such Sysorex Entity to pay, all Taxes shown to be due and payable on such Tax Returns; provided that Inpixon shall reimburse Sysorex for any such Taxes that are Inpixon Taxes.
Single Business Returns. Except as set forth in Section 2.01(d), (a) ▇▇▇▇▇▇▇ shall prepare and file (or cause a ▇▇▇▇▇▇▇ Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by ▇▇▇▇▇▇▇ or a ▇▇▇▇▇▇▇ Entity and shall pay, or cause such ▇▇▇▇▇▇▇ Entity to pay, all Taxes shown to be due and payable on such Tax Return; provided that Newco shall reimburse ▇▇▇▇▇▇▇ for any such Taxes that are Newco Taxes, and (b) Newco shall prepare and file (or cause a Newco Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by Newco or a Newco Entity and shall pay, or cause such Newco Entity to pay, all Taxes shown to be due and payable on such Tax Return; provided that ▇▇▇▇▇▇▇ shall reimburse Newco for any such Taxes that are ▇▇▇▇▇▇▇ Taxes.
Single Business Returns. (a) Parent shall prepare and file (or cause a member of the Parent Group to prepare and file) any Single Business Returns for a Pre-Closing Period (including a Straddle Period) required to be filed by Parent or a member of the Parent Group and shall pay, or cause such member of the Parent Group to pay, all Taxes shown to be due and payable on such Tax Returns; provided that Telemynd shall reimburse Parent for any Telemynd Taxes (including any Taxes for a Straddle Period as determined under Section 8.06).
(b) Telemynd shall prepare and file (or cause a member of the Telemynd Group to prepare and file) any Single Business Returns for a Pre-Closing Period (including a Straddle Period) required to be filed by Telemynd or a member of the Telemynd Group and shall pay, or cause such member of the Telemynd Group to pay, all Taxes shown to be due and payable on such Tax Returns; provided that Parent shall reimburse Telemynd for any Parent Taxes (including any Taxes for a Straddle Period as determined under Section 8.06).
Single Business Returns. Except as set forth in Section 2.01(d), (a) Parent shall prepare and file (or cause a Parent Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by Parent or a Parent Entity and shall pay, or cause such Parent Entity to pay, all Taxes shown to be due and payable on such Tax Return; provided that Spinco shall reimburse Parent for any such Taxes that are Spinco Taxes (for the avoidance of doubt taking into account those payments (if any) of Taxes with respect to such Tax Return made on or prior to the Closing Date), and (b) Spinco shall prepare and file (or cause a Spinco Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by Spinco or a Spinco Entity and shall pay, or cause such Spinco Entity to pay, all Taxes shown to be due and payable on such Tax Return; provided that Parent shall reimburse Spinco for any such Taxes that are Parent Taxes (for the avoidance of doubt taking into account those payments (if any) of Taxes with respect to such Tax Returns made on or prior to the Closing Date).
Single Business Returns. Cardinal Health shall prepare and file (or cause a Cardinal Health Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by Cardinal Health or a Cardinal Health Entity and shall pay, or cause such Cardinal Health Entity to pay, all Taxes and shall be entitled to all Refunds shown to be due and payable on such Tax Return, provided that CareFusion shall reimburse Cardinal Health for any such Taxes that are CareFusion Taxes and Cardinal Health shall reimburse CareFusion for any such Refunds of CareFusion Taxes. CareFusion shall prepare and file (or cause a CareFusion Entity to prepare and file) any Single Business Return for a Pre-Closing Period or a Straddle Period required to be filed by CareFusion or a CareFusion Entity and shall pay, or cause such CareFusion Entity to pay, all Taxes and shall be entitled to all Refunds shown to be due and payable on such Tax Return, provided that Cardinal Health shall reimburse CareFusion for any such Taxes that are Cardinal Health Taxes and CareFusion shall reimburse Cardinal Health for any such Refunds of Cardinal Health Taxes.