Spinco's Stub Period Liability Sample Clauses

Spinco's Stub Period Liability. (i) Subject to clause (ii) of this Section 2.03(c), with respect to any Tax Return that is described in clause (ii) or (iii) of Section 2.01(b), or with respect to any estimated tax payment relating to any such Tax Return, Parent shall, in good faith, calculate Spinco's tax liability under clause (i) of the first sentence of Section 2.03(a) with respect to such Tax Return or estimated tax payment and notify Spinco of such amount. Such notification shall constitute a request for payment, and, subject to the following sentence, Spinco shall pay such amount, in immediately available funds, to Parent within five (5) days after receipt of such notice from Parent, provided that Spinco shall not be obligated to make such payment to Parent earlier than ten (10) days prior to the due date for the filing or making of the relevant Tax Return or estimated tax payment. If Spinco determines, in good faith, that its tax liability under clause (i) of the first sentence of Section 2.03(a) with respect to such Tax Return or estimated payment should be greater than the amount determined by Parent for such return or payment, Spinco can elect to pay a greater amount to Parent and provide Parent with a statement describing the tax position taken by Spinco implicit in the determination of such larger amount (the Spinco Tax Position). If pursuant to the proceeding sentence Spinco pays a greater amount, Parent covenants, to the extent permitted by law, to take the Spinco Tax Position on the Tax Return or payment in question and will remit the larger amount received from Spinco to the appropriate Taxing Authority when filing such return or payment. After the filing or making of any Tax Return or estimated tax payment mentioned in this clause (i) of Section 2.03(c), Parent shall supply Spinco with a copy of each tax return (or evidence of each estimated tax payment) with respect to which Spinco shall have made payment. (ii) Spinco shall make an initial determination, in good faith, of the amount (the Spinco Tax Adjustment Amount) of its tax liability under clause (i) of the first sentence of Section 2.03(a) with respect to all Tax Returns that are described in clause (ii) and (iii) of Section 2.01(b), such tax liability to be determined without regard to payments, if any, that Spinco shall have made to Parent pursuant to clause (i) of this Section 2.03(c) (such determination, with calculations in reasonable detail, being referred to as the First Spinco Notification Letter). If Paren...
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Spinco's Stub Period Liability. (i) Subject to clause (ii) of this Section 2.03(c), with respect to any Tax Return that is described in clause (ii) or (iii) of Section 2.01(b), or with respect to any estimated tax payment relating to any such Tax Return, NSI-Del shall, in good faith, calculate Spinco's tax liability under clause (i) of the first sentence of Section 2.03(a) with respect to such Tax Return or estimated tax payment (taking into account one-fourth of NSI-Del's $5,258,977 obligation under Section 2.03(b) when calculating Spinco's obligation for each of the four estimated tax payments for fiscal year 2002 (i.
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  • Certification as Small Contractor or Minority Business Enterprise This paragraph was intentionally left blank.

  • Vendor's Years in Business How many years has the business submitting this proposal been operating in its current capacity and field of work?

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