Treatment of Payments. Unless otherwise required by any Final Determination, the parties agree that any payments made by one party to another party pursuant to this Agreement (other than (i) payments for the Holdings Separate Tax Amount for the Post-Distribution Period, (ii) payments of After Tax Amounts pursuant to Section 7.5(d), and (iii) payments of interest pursuant to Section 7.5(e)) shall be treated for all Tax purposes as nontaxable payments (dividend distributions or capital contributions, as the case may be) made immediately prior to the Distribution and, accordingly, as not includible in the taxable income of the recipient or as deductible by the payor.
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Samples: Tax Matters Agreement (Lumentum Holdings Inc.), Tax Matters Agreement (Viavi Solutions Inc.), Tax Matters Agreement (Lumentum Holdings Inc.)
Treatment of Payments. Unless otherwise required by any Final Determination, the parties Parties agree that any payments made by one party Party to another party Party pursuant to this Agreement (other than (i) payments for tax services pursuant to the Holdings Separate Tax Amount for the Post-Distribution PeriodTransition Services Agreement, (ii) payments of After Tax Amounts pursuant to Section 7.5(d7.05(d), and (iii) payments of interest pursuant to Section 7.5(e7.05(e)) shall be treated for all Tax purposes as nontaxable payments (dividend distributions or capital contributions, as the case may be) made immediately prior to the Distribution and, accordingly, as not includible in the taxable income of the recipient or as deductible by the payor.
Appears in 4 contracts
Samples: Tax Matters Agreement (Spectra Energy Corp.), Tax Matters Agreement (Gas SpinCo, Inc.), Tax Matters Agreement (Duke Energy CORP)
Treatment of Payments. Unless otherwise required by any Final Determination, the parties agree that any payments made by one party to another party pursuant to this Agreement (other than (ipayments of interest pursuant to Section 7.04(e) of this Agreement, payments for the Holdings Separate with respect to Tax Amount for the Post-Distribution PeriodServices pursuant to Section 2.06 of this Agreement, (ii) and payments of After Tax Amounts pursuant to Section 7.5(d), and (iii7.04(d) payments of interest this Agreement) pursuant to Section 7.5(e)) this Agreement shall be treated for all Tax and financial accounting purposes as nontaxable payments (dividend distributions or capital contributions, as the case may be) made immediately prior to the Distribution and, accordingly, as not includible in the taxable income of the recipient or as deductible by the payor.
Appears in 3 contracts
Samples: Tax Sharing Agreement (Adesa California, LLC), Tax Sharing Agreement (Adesa Inc), Tax Sharing Agreement (Adesa Inc)
Treatment of Payments. Unless otherwise required by any Final Determination, the parties agree that any payments made by one party to another party pursuant to this Agreement (other than (i) payments for Tax Services pursuant to Section 2.05 of this Agreement, (ii) payments for the Holdings DSW Separate Tax Amount Liability for the any Post-Distribution IPO Period, (iiiii) payments of interest pursuant to Section 7.05(e) of this Agreement, and (iv) payments of After Tax Amounts pursuant to Section 7.5(d), and (iii7.05(d) payments of interest pursuant to Section 7.5(e)this Agreement) shall be treated for all Tax and financial accounting purposes as nontaxable payments (dividend distributions or capital contributions, as the case may be) made immediately prior to the Distribution IPO and, accordingly, as not includible in the taxable income of the recipient or as deductible by the payor.
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