Tax Reporting on Unvested Common Units. The Company shall treat a Member holding an Unvested Common Unit as the owner of such Unit, and the Company shall file its IRS Form 1065, and the Company shall issue appropriate Schedule K-1s, if any, to such Member, allocating to such Member its distributive share of all items of income, gain, loss, deduction and credit associated with such Unvested Common Unit as if it were fully vested. Each Member agrees to take into account such distributive share in computing its U.S. federal income tax liability for the entire period during which it holds any Unvested Common Unit. The Company and each Member agree not to claim a deduction (as wages, compensation or otherwise) for U.S. federal, state and local income tax purposes the fair market value of any Unvested Common Unit issued to a Member, whether at the time of grant of the Unit or at the time the Unit becomes a vested Unit. Each recipient of a Common Unit that is subject to vesting conditions at the time of issuance agrees to timely and properly file an election under Section 83(b) of the Code with respect to such Common Unit and shall promptly provide the Company with a copy of such election.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Habit Restaurants, Inc.), Limited Liability Company Agreement (Habit Restaurants, Inc.), Limited Liability Company Agreement (Habit Restaurants, Inc.)
