Special Tax Status Sample Clauses

Special Tax Status. This is to certify that all purchases by the undersigned from PMC are purchased for the following purposes. Please check one: ❑ Non-taxable under Direct Pay Permit No. (ATTACH COPY OF PERMIT) ❑ Non-taxable purchases are for resale. Resale Tax ID No. (ATTACH COPY OF CERTIFICATE) ❑ Purchases are to be used in the manufacturing process subject to 1 1/2 tax.
Sample 1
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Special Tax Status. (i) No Group Company is a party to or bound by any Tax sharing, indemnity, or allocation Contract (other than with another Group Company), and no Group Company has any Liability to another party (other than with another Group Company) under any such Contract. (ii) No Group Company is now, or has ever been, a member of a consolidated, combined, unitary or aggregate group of which the Company was not the ultimate parent corporation. No Group Company has any Liability for the Taxes of any Person (other than another Group Company) under Treasury Regulations Section 1.1502-6 (or any corresponding or similar provision of state, local or foreign Tax law), as a transferee or successor, by Contract or otherwise. (iii) Within the three years prior to Closing, the Company has not constituted either a “distributing corporation” or a “controlled corporation” in a distribution of stock intended to qualify for tax-free treatment under Section 355 of the Code. (iv) Each Group Company is, and has been at all times within the past two (2) years, in compliance with the Transfer Pricing Policy in all material respects. (v) Each Group Company is in compliance with all terms and conditions of any Tax exemptions expressly granted by the IRS or any other Governmental Authority, and to the Knowledge of the Company the consummation of the Acquisition shall not have any adverse effect on the continued validity and effectiveness of any such Tax exemptions. (vi) No Group Company has a permanent establishment (within the meaning of an applicable Tax treaty) in any country other than the country in which it is incorporated. No Group Company operates or conducts business through any branch in any country other the country in which it is incorporated. (vii) No Group Company has ever requested or received a material ruling from any Tax authority (other than the Tax Ruling) or signed a closing or other agreement with any Tax authority. (viii) To the Knowledge of the Company, there is no limitation on the utilization by any Group Company of its net operating losses, built-in losses, Tax credits or similar items under Sections 382, 383 or 384 of the Code or comparable provisions of foreign, state or local law (other than any such limitation arising as a result of the consummation of the transactions contemplated by this Agreement).
Sample 1
Special Tax Status. No Selling Party is a “foreign person” (as that term is defined in Code Section 1445).
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Special Tax Status. Seller is not a "foreign person" (as that term ------------------ is defined in Section 1445 of the Code).
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Special Tax Status. SCC operates as a cooperative organization under Subchapter T of the Code and is not aware of any reason why, after the Effective Time of the Merger, TruServ will not continue to so operate.
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Special Tax Status. Coxxxx xperates as a cooperative organization under Subchapter T of the Code and is not aware of any reason why, after the Effective Time of the Merger, TruServ will not continue to so operate.
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Special Tax Status. None of the Consolidated Forecast Entities is a "foreign person" (as that term is defined in Section 1445 of the Code). None of the Consolidated Forecast Entities has filed a consent under Section 341(f) of the Code concerning collapsible corporations. None of the Consolidated Forecast Entities has made any payments, is obligated to make any payments, or is a party to any agreement that under certain circumstances could obligate it to make any payments that will not be deductible under Section 280G of the Code. None of the Consolidated Forecast Entities is required to recognize an adjustment to income under Section 481 of the Code for any Tax period following the Closing Date. None of the Sellers or the Securities Partnership is liable for Taxes pursuant to Treasury Regulation Section 1.1502-6 (or any comparable provision of state, local or foreign Tax law), as a transferee or successor, by contract or otherwise, or is currently under any contractual obligation to indemnify any person with respect to any amount of Taxes, or is a party to any tax sharing agreement or any other agreement providing for payments by any of the Sellers or the Securities Partnership with respect to Taxes.
Sample 1
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Special Tax Status. This is to certify that all purchases by the undersigned from PMC are puchased for the following purposes. Please check one: Non-taxable under Direct Pay Permit # (ATTACH COPY OF PERMIT) Non-taxable purchases are for resale. Resale Tax ID # (ATTACH COPY OF CERTIFICATE) Purchases are to be used in the manufacturing process subject to 1 1/2 tax Mfg. Tax Account # (ATTACH COPY OF CERTIFICATE) Professional Logger Permit # (ATTACH COPY OF CERTIFICATE) Other In the event that Xxxxxxx Machinery Company is compelled by the Mississippi State Sales Tax Commission or any other taxing authority to pay any additional sales tax, interest and/or penalty in connection with any purchase or rental made by us, the applicant(s) agree to pay Xxxxxxx Machinery Company promptly the additional sales tax, interest and penalty.
Sample 1
Special Tax Status. Xx. Xxxxxxx is currently benefiting from the special tax status for expats under the special tax circular of 8 August 1983. The Company will assist Xx. Xxxxxxx with the formal obligations which he has in this respect, such as the filing of an expat tax return. In this respect he will be able to get assistance from Tiberghien Lawyers. Under this expat status the Company has granted him following allowances: • A gross home leave allowance of EUR 2.000 • School fees for children for a capped amount of EUR 12.000 gross (incl. transport, food, etc.) These benefits will be treated tax wise as provided by the tax circular.
Sample 1

Related to Special Tax Status

  • Special Tax Treatment Capital gains treatment and 10-year forward income averaging authorized by IRC Sec. 402 do not apply to IRA distributions.

  • Franchise Tax Status Contractor represents and warrants that it is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171 of the Texas Tax Code.

  • Tax Status Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and its Subsidiaries each (i) has made or filed all United States federal, state and local income and all foreign income and franchise tax returns, reports and declarations required by any jurisdiction to which it is subject, (ii) has paid all taxes and other governmental assessments and charges that are material in amount, shown or determined to be due on such returns, reports and declarations and (iii) has set aside on its books provision reasonably adequate for the payment of all material taxes for periods subsequent to the periods to which such returns, reports or declarations apply. There are no unpaid taxes in any material amount claimed to be due by the taxing authority of any jurisdiction, and the officers of the Company or of any Subsidiary know of no basis for any such claim.

  • SPECIAL TAX ELECTION The acquisition of the Purchased Shares may result in adverse tax consequences which may be avoided or mitigated by filing an election under Code Section 83(b). Such election must be filed within thirty (30) days after the date of this Agreement. A description of the tax consequences applicable to the acquisition of the Purchased Shares and the form for making the Code Section 83(b) election are set forth in Exhibit II. OPTIONEE SHOULD CONSULT WITH HIS OR HER TAX ADVISOR TO DETERMINE THE TAX CONSEQUENCES OF ACQUIRING THE PURCHASED SHARES AND THE ADVANTAGES AND DISADVANTAGES OF FILING THE CODE SECTION 83(b) ELECTION. OPTIONEE ACKNOWLEDGES THAT IT IS OPTIONEE'S SOLE RESPONSIBILITY, AND NOT THE CORPORATION'S, TO FILE A TIMELY ELECTION UNDER CODE SECTION 83(b), EVEN IF OPTIONEE REQUESTS THE CORPORATION OR ITS REPRESENTATIVES TO MAKE THIS FILING ON HIS OR HER BEHALF.

  • Income Tax Characterization For purposes of federal income, state and local income and franchise and any other income taxes, the Issuer will, and each Noteholder by such Noteholder’s acceptance of any such Notes (and each Person who acquires an interest in any Notes through such Noteholder, by the acceptance by such Person of an interest in the applicable Notes) agrees to, treat the Notes that are characterized as indebtedness at the time of their issuance, and hereby instructs the Issuer to treat such Notes, as indebtedness for federal, state and other tax reporting purposes. Each Noteholder agrees that it will cause any Person acquiring an interest in a Note through it to comply with this Indenture as to treatment as indebtedness under applicable tax law, as described in this Section 3.21. The Notes will be issued with the intention that, for federal, state and local income and franchise tax purposes the Trust shall not be treated as an association or publicly traded partnership taxable as a corporation. The parties hereto agree that they shall not cause or permit the making, as applicable, of any election under Treasury Regulation Section 301.7701-3 (or any successor provision) whereby the Trust or any portion thereof would be treated as a corporation for federal income tax purposes. The provisions of this Indenture shall be construed in furtherance of the foregoing intended tax treatment.

  • Income Tax Treatment Employee and the Company acknowledge that it is the intention of the Company to deduct all amounts paid under Section 2 hereof as ordinary and necessary business expenses for income tax purposes. Employee agrees and represents that he will treat all such amounts as required pursuant to all applicable tax laws and regulations, and should he fail to report such amounts as required, he will indemnify and hold the Company harmless from and against any and all taxes, penalties, interest, costs and expenses, including reasonable attorneys' and accounting fees and costs, which are incurred by Company directly or indirectly as a result thereof.

  • Intended Tax Treatment Notwithstanding anything to the contrary herein or in any other Transaction Document, all parties to this Agreement covenant and agree to treat each Loan under this Agreement as debt (and all Interest as interest) for all federal, state, local and franchise tax purposes and agree not to take any position on any tax return inconsistent with the foregoing.

  • Tax Unless specified otherwise in the Proclamation of sale, if the sale of this property is subjected to Tax, such Tax will be payable and borne by the Purchaser.

  • Adverse Tax Consequences Notwithstanding anything to the contrary in this Agreement, the General Partner shall have the authority (but shall not be required) to take any steps it determines are necessary or appropriate in its sole and absolute discretion to prevent the Partnership from being taxable as a corporation for Federal income tax purposes. In addition, except with the Consent of the General Partner, no Transfer by a Limited Partner of its Partnership Interests (including any Redemption, any conversion of LTIP Units into Partnership Common Units, any other acquisition of Partnership Units by the General Partner or any acquisition of Partnership Units by the Partnership) may be made to or by any Person if such Transfer could (i) result in the Partnership being treated as an association taxable as a corporation; (ii) result in a termination of the Partnership under Code Section 708; (iii) be treated as effectuated through an “established securities market” or a “secondary market (or the substantial equivalent thereof)” within the meaning of Code Section 7704 and the Regulations promulgated thereunder, (iv) result in the Partnership being unable to qualify for one or more of the “safe harbors” set forth in Regulations Section 1.7704-1 (or such other guidance subsequently published by the IRS setting forth safe harbors under which interests will not be treated as “readily tradable on a secondary market (or the substantial equivalent thereof)” within the meaning of Section 7704 of the Code) (the “Safe Harbors”) or (v) based on the advice of counsel to the Partnership or the General Partner, adversely affect the ability of the General Partner to continue to qualify as a REIT or subject the General Partner to any additional taxes under Code Section 857 or Code Section 4981.

  • Value Added Tax (VAT Where appropriate, VAT will be added to the fees or charges on your product account.

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