FIRPTA Representation Sample Clauses
The FIRPTA Representation clause requires a party, typically the seller in a real estate transaction, to confirm their status regarding the Foreign Investment in Real Property Tax Act (FIRPTA). This clause generally obligates the seller to declare whether they are a foreign person or entity as defined by U.S. tax law, often by providing a certification or affidavit. By doing so, it determines whether the buyer must withhold a portion of the sale proceeds for tax purposes. The core function of this clause is to ensure compliance with federal tax regulations and to clarify withholding obligations, thereby reducing the risk of unexpected tax liabilities for the buyer.
POPULAR SAMPLE Copied 5 times
FIRPTA Representation. At least fifteen (15) Business Days prior to the Closing Date, the Company will give notice to each Purchaser if the Company will not be able to deliver the FIRPTA Certificate at Closing (the “No-FIRPTA Notice”). If the Company gives the Purchaser a No-FIRPTA Notice, the Purchaser may elect, by written notice to the Company at least five (5) Business Days prior to the Closing Date, to reduce the number of Purchased Shares acquired at the Closing to the largest number of Purchased Shares that will result in no portion of the Purchased Shares being treated as a “United States real property interest” within the meaning of Internal Revenue Code section 897(c) and the Treasury regulations promulgated thereunder on the date of the Closing, and the Aggregate Purchase Price shall be correspondingly reduced.
FIRPTA Representation. 10 2.8 Covenant to Remedy Breaches..................... 10
FIRPTA Representation. The Seller is not a "foreign person" within the meaning of Section 1145 of the Internal Revenue Code of 1986, as amended.
FIRPTA Representation. None of the Property Partnerships or their Subsidiaries is a foreign person, and each is a “United States Person” as such term is defined in Section 7701(a)(30) of the Code.
FIRPTA Representation. None of the Emeritus Entities is a "foreign person" as that term is defined in the Code.
FIRPTA Representation. Contributor is not a "foreign person" within --------------------- -------------- the meaning of Section 1445 of the Internal Revenue Code of 1986, as amended.
FIRPTA Representation. Seller is not a “foreign person” within the meaning of Section 1445 of the Code (as defined below).
FIRPTA Representation. Seller is not a foreign person and is a “United States Person” as such term is defined in Section 7701(a)(30) of the Internal Revenue Code of 1986, as amended.
FIRPTA Representation. 12 2.8 Additional Representations of Certain Contributors.................................................. 12 2.9 Covenant to Remedy Breaches................................... 13
FIRPTA Representation. None of the Property Partnerships or their Subsidiaries is a foreign person, and each is a “United States Person” as such term is defined in Section 7701(a)(30) of the Code.