Liability For Taxes Incurred During S Year Clause Samples

Liability For Taxes Incurred During S Year. ▇▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------------------ covenants and agrees that: (i) he has duly included, or will duly include, in his own federal, state and local income tax returns all items of income, gain, loss, deduction, or credit of the Company that were required to be included in his federal, state and local income tax returns with respect to any period during which the Company reported its income as an S corporation and (ii) he has paid, or will pay, any and all taxes required to be paid by him on such income for all such taxable periods. ▇▇▇▇▇▇ ▇▇▇▇▇▇ shall pay or reimburse the Company for any and all federal, state or local corporate income taxes (plus interest and penalties) the Company is required to pay as a result of the Company's failure to qualify as an S corporation with respect to tax returns in which the Company reported its income as an S corporation. ▇▇▇▇▇▇ ▇▇▇▇▇▇'▇ liability under this Section 3.1 is limited to the aggregate amount of all distributions received by ▇▇▇▇▇▇ ▇▇▇▇▇▇ from the Company during such S corporation reporting period, net of taxes paid or payable by ▇▇▇▇▇▇ ▇▇▇▇▇▇ with respect to such distributions. Any payments obligated to be made pursuant to this Section 3.1 shall be due and payable within ten (10) business days of the Company's request.