TAX REPORTING; TAX ELECTIONS Sample Clauses

TAX REPORTING; TAX ELECTIONS. The Holder of the Certificate shall cause the Trust to file federal and state income tax returns and information statements as a corporation for each of its taxable years. Within 90 days after the end of each calendar year, the Holder of the Designated Certificate shall cause the Trust to provide to each Certificateholder an Internal Revenue Service "K-1" or any successor schedule and supplemental information, if required by law, to enable each Certificateholder to file its federal and state income tax returns. The Holder of the Designated Certificate may from time to time make and revoke such tax elections with respect to the Trust as it deems necessary or desirable in its sole discretion to carry out the business of the Trust or the purposes of this Trust Agreement if permitted by applicable law. Notwithstanding the foregoing, an election under Section 754 of the Code shall not be made without the written consent of a majority in interest of the Holders of the Certificates. The Holder of the Designated Certificate shall serve as tax matters partner for the Trust.
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TAX REPORTING; TAX ELECTIONS. The Administrator hereby undertakes to (i) prepare and deliver to the holders of the Certificates and the Non-Offered Subordinate Notes within 90 days after the expiration of each fiscal year of the Trust, all information returns required by the Code and information available to the Administrator with respect to the Trust necessary for the preparation of such holders' federal income tax returns, (ii) prepare all income tax returns of the Trust in all jurisdictions where in its judgment such filings are required or where it is directed by the Trust to file such income tax returns and (iii) deliver such returns to the Owner Trustee not less than one week prior to their due date in order for such returns to be timely filed. Pursuant to Treasury Regulation 301.7701-2(c)(2), the Administrator does not intend to file any income tax returns of the Trust as long as there is a single owner of the Non-Offered Subordinate Notes. If partnership tax returns are required to be filed, the Administrator shall not be required to compute the Issuer's gross income except to the extent that it can do so without unreasonable effort based upon income statements furnished to it. It is the intention of the parties that no portion of the Trust be treated as a partnership for tax purposes unless there is more than one holder of the Non-Offered Subordinate Notes. The Administrator shall not be required to prepare any partnership tax returns unless it receives an opinion of counsel that such returns are required by applicable laws, rule or regulations to be filed. The Administrator shall (i) act on behalf of the Trust in relation to any tax matter or controversy involving the Trust and (ii) represent the Trust in any Proceeding relating to tax examination or audit by any governmental taxing authority with respect thereto. The legal expenses, including attorneys' and accountants' fees, the costs of any such Proceeding and any liability resulting therefrom shall be expenses of the Trust, and the Administrator shall be entitled to reimbursement therefor from the Master Servicer out of amounts attributable to the Mortgage Loans on deposit in the Collection Account as provided by Section 3.04 of the Sale and Servicing Agreement, unless such legal expenses and costs are incurred by reason of the Administrator's willful misfeasance, bad faith or gross negligence.
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TAX REPORTING; TAX ELECTIONS. The Depositor shall prepare or cause to be prepared all federal and state partnership or other income tax returns and information statements that in the judgment of the Depositor or its designee are required to be prepared and filed with respect to the Trust for each of its taxable years and shall deliver such returns to the tax matters partner of the Trust at least one week prior to their due dates in order for the tax matters partner to sign and timely file such returns. The tax matters partner shall timely sign and file such returns, subject to its right to review such returns for completeness and accuracy. Within 90 days after the end of each calendar year, the Depositor shall provide or cause to be provided to each Certificateholder an Internal Revenue Service "K-1" or any successor schedule and supplemental information, if required by law, to enable each Certificateholder to file its federal and state income tax returns. The Holder of the Designated Certificate may from time to time make and revoke such tax elections with respect to the Trust as it deems necessary or desirable in its sole discretion to carry out the business of the Trust or the purposes of this Trust Agreement if permitted by applicable law. Notwithstanding the foregoing, an election under Section 754 of the Code shall not be made without the written consent of a majority in interest of the Holders of the Certificates. The Holder of the Designated Certificate shall serve as tax matters partner for the Trust. The Holder of the Designated Certificate and the Certificateholders agree by their purchase of Certificates to treat the Issuer as a partnership solely for purposes of federal and state income tax, franchise tax and any other tax measured in whole or in part by income, with the assets of the partnership being the assets held by the Issuer, the partners of the partnership being the Certificateholders (including the Holder of the Designated Certificate), and the Notes being debt of the partnership. [NY01:241702.4] 16069-00382 12/19/96 10:59pm 20
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TAX REPORTING; TAX ELECTIONS. The Holder of the Designated Certificate shall cause the Issuer to file federal and state income tax returns and information statements as a part- nership for each of its taxable years. Within 90 days after the end of each calendar year, the Holder of the Designated Certificate shall cause the Issuer to provide to each Certificateholder an Internal Revenue Service form "K-1" or any successor schedule and supplemental information, if required by law, to enable each Certificateholder to file its federal and state income tax returns. The Holder of the Designated Certificate may from time to time make and revoke such tax elections with respect to the Issuer as it deems necessary or desirable in its sole discretion to carry out the business of the Issuer or the purposes of this Trust Agreement if permitted by applicable law. Notwithstanding the foregoing, an election under Section 754 of the Code shall not be made without the written consent of the Holder of the Designated Certificate, which consent shall be given in the sole discretion of the Holder of the Designated Certificate. The Holder of the Designated Certificate shall serve as tax matters partner for the Issuer.
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TAX REPORTING; TAX ELECTIONS. The Holder of the Designated Certificate shall cause the Trust to file or cause to be filed federal and state income tax returns and information statements as a partnership for each of its taxable years. Within 90 days after the end of each calendar year, the Holder of the Designated Certificate shall cause the Trust to provide to each Certificateholder an Internal Revenue Service "K-1" or any successor schedule and supplemental information, if required by law, to enable each Certificateholder to file its federal and state income tax returns. The Holder of the Designated Certificate may from time to time make and revoke such tax elections with respect to the Trust as it deems necessary or desirable in its sole discretion to carry out the business of the Trust or the purposes of this Trust Agreement if permitted by applicable law. Notwithstanding the foregoing, an election under Section 754 of the Code shall not be made without the written consent of a majority in interest of the Holders of the Certificates. The Holder of the Designated Certificate shall serve as tax matters partner for the Trust. The Holder of the Designated Certificate and the Certificateholders agree by their purchase of Certificates to treat the Issuer as a partnership solely for purposes of federal and state income tax, franchise tax and any other tax measured in whole or in part by income, with the assets of the partnership being the assets held by the Issuer, the partners of the partnership being the Certificateholders (including the Holder of the Designated Certificate), and the Notes being debt of the partnership. [NY01:227417.4] 16069-00369 10/30/96 3:33pm 20
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TAX REPORTING; TAX ELECTIONS. [ ] shall cause the Trust to file federal and state income tax returns and information statements as a partnership for each of its taxable years. Within 90 days after the end of each calendar year, the Holder of the Designated Certificate shall cause the Trust to provide to each Certificateholder an Internal Revenue Service "K-1" or any successor schedule and supplemental information, if required by law, to enable each Certificateholder to file its federal and state income tax returns. The Holder of the Designated Certificate may from time to time make and revoke such tax elections with respect to the Trust as it deems necessary or desirable in its sole discretion to carry out the business of the Trust or the purposes of this Trust Agreement if permitted by applicable law. Notwithstanding the foregoing, an election under Section 754 of the Code shall not be made without the written consent of a majority in interest of the Holders of the Certificates. The Holder of the Designated Certificate shall serve as tax matters partner for the Trust. / [So long as the Depositor or any affiliate of the Depositor owns 100% of the Certificates (the "Original Certificateholder"), then no separate federal and state income tax returns and information returns or statements will be filed with respect to the Trust. If the Original Certificateholder is no longer the sole Certificateholder, the subsequent holders of the Certificates by their acceptance hereof, agree to appoint the Original Certificateholder as their agent for the tax matters partner and the Original Certificateholder, as agent for such holders, agrees to perform all duties necessary to comply with federal and state income tax laws.]
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Related to TAX REPORTING; TAX ELECTIONS

  • Income Tax Elections In the event of a distribution of property made in the manner provided under Section 734 of the Code, or in the event of a transfer of any Partnership Interest permitted by this Agreement made in the manner provided in Section 743 of the Code, the General Partner, on behalf of the Partnership, may, but shall not be required to, file an election under Section 754 of the Code in accordance with the procedures set forth in the applicable regulations promulgated thereunder.

  • Income Tax Returns Borrower has no knowledge of any pending assessments or adjustments of its income tax payable with respect to any year.

  • Company Tax Returns The Company shall file all tax returns, if any, required to be filed by the Company.

  • Tax Elections Except as otherwise provided herein, the General Partner shall, in its sole and absolute discretion, determine whether to make any available election pursuant to the Code, including the election under Section 754 of the Code. The General Partner shall have the right to seek to revoke any such election (including without limitation, any election under Section 754 of the Code) upon the General Partner’s determination in its sole and absolute discretion that such revocation is the best interests of the Partners.

  • Informational Tax Reporting The Assuming Institution agrees to perform all obligations of the Failed Bank with respect to Federal and State income tax informational reporting related to (i) the Assets and the Liabilities Assumed, (ii) deposit accounts that were closed and loans that were paid off or collateral obtained with respect thereto prior to Bank Closing, (iii) miscellaneous payments made to vendors of the Failed Bank, and (iv) any other asset or liability of the Failed Bank, including, without limitation, loans not purchased and Deposits not assumed by the Assuming Institution, as may be required by the Receiver.

  • Tax Reports The Collateral Agent shall not be responsible for the preparation or filing of any reports or returns relating to federal, state or local income taxes with respect to this Agreement, other than in respect of the Collateral Agent’s compensation or for reimbursement of expenses.

  • Tax Reporting (1) Prepare and file on a timely basis appropriate federal and state tax returns including, without limitation, Forms 1120/8613, with any necessary schedules. (2) Prepare state income breakdowns where relevant. (3) File Form 1099 for payments to disinterested Trustees and other service providers. (4) Monitor wash sale losses. (5) Calculate eligible dividend income for corporate shareholders.

  • Income Tax Return Information Each Company will provide to the other Company information and documents relating to their respective Groups required by the other Company to prepare Tax Returns. The Responsible Company shall determine a reasonable compliance schedule for such purpose in accordance with Distributing Co.'s past practices. Any additional information or documents the Responsible Company requires to prepare such Tax Returns will be provided in accordance with past practices, if any, or as the Responsible Company reasonably requests and in sufficient time for the Responsible Company to file such Tax Returns on a timely basis.

  • Pre-Closing Tax Returns From and after the Closing, Peabody shall prepare or cause to be prepared all Tax returns required to be filed by the Peabody Transferred Subsidiaries or, other than Tax returns related to Income Taxes, with respect to the Peabody Contributed Assets for any Pre-Closing Tax Period (the “Peabody Prepared Returns”), and Arch shall prepare or cause to be prepared all Tax returns required to be filed by the Arch Transferred Subsidiaries or, other than Tax returns related to Income Taxes, with respect to the Arch Contributed Assets for any Pre-Closing Tax Period (the “Arch Prepared Returns”). Except as otherwise required by applicable Law, each of Peabody and Arch shall prepare such Tax returns in accordance with past practice. Peabody and Arch shall each deliver to the JV Company all Peabody Prepared Returns and Arch Prepared Returns, together with all supporting documentation, no later than ten days prior to the due date for filing such Tax return, and, if any Peabody Prepared Return or any Arch Prepared Return would reasonably be expected to result in or otherwise affect material Taxes of any JV Entity in any Post-Closing Taxable Period, Peabody or Arch, as the case may be, shall also deliver such Tax return, together with all supporting documentation to Arch or Peabody, as the case may be, no later than ten days prior to the due date for filing such Tax return, for review and reasonable comment by the JV Company and Arch or Peabody, as the case may be, and the party filing such Tax return shall incorporate any reasonable comments received no later than five days prior to the due date for filing such Tax return. Peabody and Arch shall use commercially reasonable efforts to determine which of Peabody, Arch or the JV Company shall file such Tax return. If after complying with the immediately preceding sentence in good faith, Peabody and Arch are unable to agree on which of Peabody, Arch or the JV Company is responsible for filing such Tax return, then the JV Company shall be responsible for filing such Tax return. If the JV Company files any Tax return pursuant to this Section 6.21(a)(i) and if such Tax return shows Taxes as due and owing, Peabody or Arch, as applicable, shall pay the amount of Contributor Taxes with respect to such Tax return to the JV Company no later than the due date for filing such Tax return and the JV Company shall remit such Taxes to the applicable Governmental Authority. If either Peabody or Arch files any Tax return pursuant to this Section 6.21(a)(i), such Tax return shows Taxes as due and owing, and such Taxes were specifically included in Peabody Net Working Capital or Arch Net Working Capital, as the case may be, as finally determined pursuant to Section 3.5(c), then the JV Company shall pay the amount of such identified Taxes to Peabody or Arch no later than the due date for filing such Tax return and Peabody or Arch, as the case may be, shall remit such Taxes to the applicable Governmental Authority.

  • Federal Income Tax Elections The Member shall make all elections for federal income tax purposes.

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