Common use of Straddle Period Tax Allocation Clause in Contracts

Straddle Period Tax Allocation. Starwood and Vistana shall take all actions necessary or appropriate to close the taxable year of Vistana and each Vistana Entity for all Tax purposes as of the close of the Distribution Date to the extent permissible or required under applicable Law. If applicable Law does not require or permit Vistana or a Vistana Entity, as the case may be, to close its taxable year on the Distribution Date, then the allocation of income or deductions required to determine any Taxes or other amounts attributable to the portion of the Straddle Period ending on, or beginning after, the Distribution Date shall be made by means of a closing of the books and records of Vistana or such Vistana Entity as of the close of the Distribution Date; provided that exemptions, allowances or deductions that are calculated on an annual or periodic basis shall be allocated between such portions in proportion to the number of days in each such portion; provided, further, that real property and other property or similar periodic Taxes shall be apportioned on a per diem basis.

Straddle Period Tax Allocation. Starwood Xxxxxxx and Vistana Newco shall take all actions necessary or appropriate to close the taxable year of Vistana Newco and each Vistana Newco Entity for all Tax purposes as of the close of the Distribution Closing Date to the extent permissible or required under applicable Law. If applicable Law does not require or permit Vistana Newco or a Vistana Newco Entity, as the case may be, to close its taxable year on the Distribution Closing Date, then the allocation of income or deductions required to determine any Taxes or other amounts attributable to the portion of the Straddle Period ending on, or beginning after, the Distribution Closing Date shall be made by means of a closing of the books and records of Vistana Newco or such Vistana Newco Entity as of the close of the Distribution Closing Date; provided that exemptions, allowances or deductions that are calculated on an annual or periodic basis shall be allocated between such portions in proportion to the number of days in each such portion; provided, further, that real property and other property or similar periodic Taxes shall be apportioned on a per diem basis.