Common use of Tax Cooperation and Reporting Clause in Contracts

Tax Cooperation and Reporting. 11.6.1. Upon request by any Settling Defendant, the Qualifying Settlement Class Members agree to perform such further acts and to execute and deliver such further documents as may be reasonably necessary for Settling Defendants to establish the statements set forth in Paragraph 11.5.2 to the satisfaction of their tax advisors, their independent financial auditors, the IRS, or any other governmental authority, including as contemplated by Treasury Regulations § 1.162-21(b)(3)(ii) and any subsequently proposed or finalized relevant regulations or administrative guidance. Without limiting the generality of the foregoing, each Qualifying Settlement Class Member shall cooperate in good faith with any Settling Defendant with respect to any Tax claim, dispute, investigation, audit, examination, contest, litigation, or other proceeding relating to this Settlement Agreement. 11.6.2. Each Qualifying Settlement Class Member agrees that, as a condition to its receipt of the Allocated Amount, it will provide the Claims Administrator with (a) a duly completed and executed IRS Form 1098-F with respect to each Settling Defendant (or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) and a duly completed written statement that satisfies the requirements of Treasury Regulations Section 1.6050X-1(c) with respect to each Settling Defendant and (b) written authorization substantially in the form of Exhibit K attached hereto for the Claims Administrator to file such Forms 1098-F (or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) with the IRS and to provide such written statement to each Settling Defendant on such Qualifying Settlement Class Member’s behalf. Each Qualifying Settlement Class Member agrees that it will prepare any IRS Form 1098-F (or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) and written statement required to be delivered pursuant to the preceding sentence in a manner fully consistent with Paragraph 11.5.2, including by reporting its portion of the Restitution Amount as “Restitution/remediation amount” in Box 3 of IRS Form 1098-F. The Claims Administrator shall advise each Qualifying Settlement Class Member of its Allocated Amount to facilitate compliance with this Paragraph

Tax Cooperation and Reporting. 11.6.11. Upon request by any Settling DefendantDistributor, the Qualifying Settlement Class Members State of Rhode Island and Participating Subdivisions agree to perform such further acts and to execute and deliver such further documents as may be reasonably necessary for the Settling Defendants Distributors to establish the statements set forth in Paragraph 11.5.2 Section VI.C and to track and assist in the report of remediation disbursements as agreed to among the Settling Distributors to the satisfaction of their tax advisors, their independent financial auditors, the IRSInternal Revenue Service, or any other governmental authority, including as contemplated by Treasury Regulations § Section 1.162-21(b)(3)(ii) and any subsequently proposed or finalized relevant regulations or administrative guidance. 2. Without limiting the generality of Section XIII.F.1, the foregoing, State of Rhode Island and each Qualifying Settlement Class Member Participating Subdivision shall cooperate in good faith with any Settling Defendant Distributor with respect to any Tax tax claim, dispute, investigation, audit, examination, contest, litigation, or other proceeding relating to this Settlement Agreement. 11.6.23. Each Qualifying Settlement Class Member agrees thatThe State of Rhode Island, on behalf of itself and all Participating Subdivisions, shall designate one of its officers or employees to act as a condition to its receipt of the Allocated Amount, it will provide the Claims Administrator with “appropriate (a) a duly completed and executed files (i) at the time this Agreement becomes binding on the Parties, an IRS Form 1098-F in the form attached as Exhibit J, Exhibit K, Exhibit L with respect to each of the Settling Defendant Distributors and (ii) any legally required returns or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) and a duly completed written statement that satisfies amended returns with any applicable governmental authority, or any returns requested by the requirements of Treasury Regulations Section 1.6050X-1(c) with respect to each respective Settling Defendant and Distributors, and (b) written authorization substantially in the form of Exhibit K attached hereto for the Claims Administrator to file such Forms 1098-F (or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) with the IRS and to provide such written statement provides to each of the Settling Defendant on such Qualifying Settlement Class Member’s behalf. Each Qualifying Settlement Class Member agrees that it will prepare any Distributors a copy of (i) the IRS Form 1098-F filed with respect to such Settling Distributor and (or other information return that may be ii) any legally required written statement pursuant to Treasury Regulations Section 1.6050X-1(a)(1)any applicable law and any other document referred to in clause (a)(ii) above. Any such form, return, or statement shall be prepared and written statement required to be delivered pursuant to the preceding sentence filed in a manner fully consistent with Paragraph 11.5.2Section VI.C. 4. The State of Rhode Island and its Participating Subdivisions agree that any return, including by amended return, or written statement filed or provided pursuant to Section XIII.F.3, and any similar document, shall be prepared and filed in a manner consistent with reporting its each Settling Distributor’s portion of the Rhode Island Settlement Amount as the “Total amount to be paid” pursuant to this Agreement in Box 1 of IRS Form 1098-F, each Settling Distributor’s portion of the amount equal to the Rhode Island Settlement Amount less the Compensatory Restitution Amount as the “Amount to be paid for violation or potential violation” in Box 2 of IRS Form 1098-F and each Settling Distributor’s portion of the Compensatory Restitution Amount as “Restitution/remediation amount” in Box 3 of IRS Form 1098-F. The Claims Administrator F, as reflected in the attached Exhibit J, Exhibit K, Exhibit L. If the Designated State or Appropriate Official shall advise be required to file any return, amended return, or written statement contemplated by this Section XIII.F other than an IRS Form 1098-F in the form attached as Exhibit J, Exhibit K, Exhibit L, the State of Rhode Island shall direct and ensure that the Appropriate Official provides to each Qualifying Settlement Class Member Settling Distributor a draft of its Allocated such return, amended return, or written statement in respect of such Settling Distributor no later than sixty (60) calendar days prior to the due date thereof and shall accept and reflect any reasonable comments of such Settling Distributor on the return, amended return, or written statement in respect of such Settling Distributor. 5. For the avoidance of doubt, neither the Settling Distributors nor the State of Rhode Island and Participating Subdivisions make any warranty or representation to the State of Rhode Island, any Participating Subdivision or any Releasor as to the tax consequences of the payment of the Compensatory Restitution Amount to facilitate compliance with this Paragraph(or any portion thereof).

Tax Cooperation and Reporting. 11.6.1. Upon request by any Settling Defendant, the Qualifying Settlement Class Members agree to perform such further acts and to execute and deliver such further documents as may be reasonably necessary for Settling Defendants to establish the statements set forth in Paragraph 11.5.2 to the satisfaction of their tax advisors, their independent financial auditors, the IRS, or any other governmental authority, including as contemplated by Treasury Regulations § 1.162-21(b)(3)(ii) and any subsequently proposed or finalized relevant regulations or administrative guidance. Without limiting the generality of the foregoing, each Qualifying Settlement Class Member shall cooperate in good faith with any Settling Defendant with respect to any Tax claim, dispute, investigation, audit, examination, contest, litigation, or other proceeding relating to this Settlement Agreement. 11.6.2. Each Qualifying Settlement Class Member agrees that, as a condition to its receipt of the Allocated Amount, it will provide the Claims Administrator with (a) a duly completed and executed IRS Form 1098-F with respect to each Settling Defendant (or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) and a duly completed written statement that satisfies the requirements of Treasury Regulations Section 1.6050X-1(c) with respect to each Settling Defendant and (b) written authorization substantially in the form of Exhibit K attached hereto for the Claims Administrator to file such Forms 1098-F (or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) with the IRS and to provide such written statement to each Settling Defendant on such Qualifying Settlement Class Member’s behalf. Each Qualifying Settlement Class Member agrees that it will prepare any IRS Form 1098-F (or other information return that may be required pursuant to Treasury Regulations Section 1.6050X-1(a)(1)) and written statement required to be delivered pursuant to the preceding sentence in a manner fully consistent with Paragraph 11.5.2, including by reporting its portion of the Restitution Amount as “Restitution/remediation amount” in Box 3 of IRS Form 1098-F. The Claims Administrator shall advise each Qualifying Settlement Class Member of its Allocated Amount to facilitate compliance with this ParagraphParagraph 11.