Gain Recognition Agreements. Each SpinCo shall, and shall cause its applicable domestic subsidiaries to, enter into a new “gain recognition agreement” within the meaning of Treasury Regulations Section 1.367(a)-8(b)(1)(iv) and (c)(5) with respect to each of the transfers notified in writing by UTC to such SpinCo within 180 days following the relevant Distribution Date in order to avoid the occurrence of any “triggering event” within the meaning of Treasury Regulations Section 1.367(a)-8(j) that would otherwise occur as a result of the Transactions.
Appears in 7 contracts
Samples: Tax Matters Agreement (Otis Worldwide Corp), Tax Matters Agreement (Raytheon Technologies Corp), Tax Matters Agreement (Carrier Global Corp)
Gain Recognition Agreements. Each SpinCo shall, and shall cause its applicable domestic subsidiaries to, enter into a new “gain recognition agreement” within the meaning of Treasury Regulations Section Sections 1.367(a)-8(b)(1)(iv) and (c)(5) with respect to each of the transfers notified in writing by UTC Parent to such SpinCo within 180 days following the relevant Distribution Date in order to avoid the occurrence of any “triggering event” within the meaning of Treasury Regulations Section 1.367(a)-8(j) that would otherwise occur as a result of the Transactions.
Appears in 3 contracts
Samples: Tax Matters Agreement (Solventum Corp), Tax Matters Agreement (3m Co), Tax Matters Agreement (Solventum Corp)
Gain Recognition Agreements. Each SpinCo shall, and shall cause its applicable domestic subsidiaries to, enter into a new “gain recognition agreement” within the meaning of Treasury Regulations Regulation Section 1.367(a)-8(b)(1)(iv) and (c)(5) ), with respect to each of the transfers notified in writing by UTC EPC to such SpinCo within 180 days following the relevant Distribution Date in order to avoid the occurrence of any “triggering event,” within the meaning of Treasury Regulations Regulation Section 1.367(a)-8(j) ), that would otherwise occur as a result of the Transactions.
Appears in 2 contracts
Samples: Tax Matters Agreement (Energizer SpinCo, Inc.), Tax Matters Agreement (Energizer SpinCo, Inc.)
Gain Recognition Agreements. Each SpinCo shall, and shall cause its applicable domestic subsidiaries to, enter into a new “gain recognition agreement” within the meaning of Treasury Regulations Section 1.367(a)-8(b)(1)(iv) and (c)(5) with respect to each of the transfers notified in writing by UTC XPO to such SpinCo within 180 days following the relevant Distribution Date in order to avoid the occurrence of any “triggering event” within the meaning of Treasury Regulations Section 1.367(a)-8(j) that would otherwise occur as a result of the Transactions.
Appears in 2 contracts
Samples: Tax Matters Agreement (XPO Logistics, Inc.), Tax Matters Agreement (GXO Logistics, Inc.)
