Examples of Section 338 Elections in a sentence
These initial playgroups will be created in Maputo province/city.
The Stockholders and Buyer shall comply fully with all filing and other requirements necessary to effectuate the Section 338 Elections on a timely basis and agree to cooperate in good faith with each other in the preparation and timely filing of any tax returns required to be filed in connection with the making of the Section 338 Elections, including the exchange of information and the joint preparation and filing of IRS Form 8023-A and related schedules.
The representations and warranties made by Seller in this Section 3.10 (except for Section 3.10(f), Section 3.10(h), Section 3.10(m) and Section 3.10(o)) relate solely to Pre-Closing Tax Periods and shall not be relied upon for any tax positions taken by Buyer or the Acquired Companies for Tax periods following the Closing, and shall not guarantee the availability of any Tax asset or attribute (including any Tax attribute relating to the impact of the Section 338 Elections) for such periods.
However, to the extent the state and local Taxes payable by Seller as a result of making Section 338 Elections exceed the state and local taxes payable by Seller in the absence of Section 338 Elections (such excess hereinafter referred to as the "Section 338 Delta"), Buyer shall reimburse Seller for the Section 338 Delta.
Sellers shall provide, and shall cause their Affiliates to provide, such assistance and cooperation as may be reasonably requested for the making of valid Permitted Section 338 Elections.