Common use of Allocation of Certain Income Taxes and Income Tax Items Clause in Contracts

Allocation of Certain Income Taxes and Income Tax Items. (a) If ADP, Dealer or any of their respective Affiliates is permitted but not required under applicable U.S. federal, state, local or foreign Tax laws to treat the Distribution Date as the last day of a taxable period, then the Parties shall treat such day as the last day of a taxable period under such applicable Tax law, and shall file any elections necessary or appropriate to such treatment; provided that this Section 2.05(a) shall not be construed to require ADP to change its taxable year.

Appears in 3 contracts

Samples: Tax Matters Agreement, Tax Matters Agreement (CDK Global, Inc.), Tax Matters Agreement (Dealer Services Holdings LLC)

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Allocation of Certain Income Taxes and Income Tax Items. (a) If ADP, Dealer Broadridge or any of their respective Affiliates is permitted but not required under applicable U.S. federal, state, local or foreign Tax laws to treat the Distribution Date as the last day of a taxable period, then the Parties shall treat such day as the last day of a taxable period under such applicable Tax law, and shall file any elections necessary or appropriate to such treatment; provided that this Section 2.05(a) shall not be construed to require ADP to change its taxable year.

Appears in 2 contracts

Samples: Tax Allocation Agreement (Broadridge Financial Solutions, LLC), Tax Allocation Agreement (Broadridge Financial Solutions, Inc.)

Allocation of Certain Income Taxes and Income Tax Items. (a) If ADPXxxx Xxx, Dealer CoffeeCo or any of their respective Affiliates is permitted but not required under applicable U.S. federal, state, local or foreign Tax laws to treat the Distribution Date as the last day of a taxable Taxable period, then the Parties shall treat such day as the last day of a taxable Taxable period under such applicable Tax law, and shall file any elections necessary or appropriate to such treatment; provided that this Section 2.05(a2.4(a) shall not be construed to require ADP Xxxx Xxx to change its taxable Taxable year.

Appears in 2 contracts

Samples: Tax Sharing Agreement (D.E Master Blenders 1753 N.V.), Tax Sharing Agreement (Sara Lee Corp)

Allocation of Certain Income Taxes and Income Tax Items. (a) If ADPSxxx Xxx, Dealer HBI or any of their respective Affiliates is permitted but not required under applicable U.S. federalUnited States Federal, state, local or foreign Tax laws to treat the Distribution Date as the last day of a taxable period, then the Parties parties shall treat such day as the last day of a taxable period under such applicable Tax law, and shall file any elections necessary or appropriate to such treatment; provided that this Section 2.05(a2.4(a) shall not be construed to require ADP Sxxx Xxx to change its taxable year.

Appears in 1 contract

Samples: Tax Sharing Agreement (Hanesbrands Inc.)

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Allocation of Certain Income Taxes and Income Tax Items. (a) If ADPEnsign, Dealer PropCo, or any of their respective Affiliates is permitted but not required under applicable U.S. federal, state, or local or foreign Tax laws to treat the Distribution Date as the last day of a taxable period, then then, in accordance with Section 2.02(a)(ii)(B), the Parties parties shall treat such day as the last day of a taxable period under such applicable Tax law, and shall file any elections necessary or appropriate to such treatment; provided that this Section 2.05(a2.03(a) shall not be construed to require ADP Ensign or PropCo to change its taxable year.

Appears in 1 contract

Samples: Tax Matters Agreement (CareTrust REIT, Inc.)

Allocation of Certain Income Taxes and Income Tax Items. (a) If ADPXxxx Xxx, Dealer HBI or any of their respective Affiliates is permitted but not required under applicable U.S. federalUnited States Federal, state, local or foreign Tax laws to treat the Distribution Date as the last day of a taxable period, then the Parties parties shall treat such day as the last day of a taxable period under such applicable Tax law, and shall file any elections necessary or appropriate to such treatment; provided that this Section 2.05(a2.4(a) shall not be construed to require ADP Xxxx Xxx to change its taxable year.

Appears in 1 contract

Samples: Tax Sharing Agreement (Hanesbrands Inc.)

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