Provision of Withholding and Reporting Information and Information Necessary to Satisfy Accounting Obligations Sample Clauses

Provision of Withholding and Reporting Information and Information Necessary to Satisfy Accounting Obligations. Notwithstanding anything contained herein to the contrary, Buyer’s performance of its withholding and reporting obligations under Sections 9.05 and 9.06 shall be subject to Seller’s timely and accurate provision of the information necessary for Buyer to satisfy such obligations, including information to satisfy all reporting obligations with respect to compensation that is considered a “deferred compensation arrangement” within the meaning of Section 409A of the Code. Without limiting the foregoing sentence, in the case of Buyer’s withholding obligations, Seller shall provide Buyer, in advance to the extent possible and in any event no later than the date on which an amount in respect of a Buyer Deductible Seller Equity Award, Buyer Deductible Dividend Equivalent Amount or Buyer Deductible Cash Deferred Compensation Award first becomes includible in the gross income of an applicable employee for income tax purposes, with the following information in respect of a Buyer Deductible Seller Equity Award, Buyer Deductible Dividend Equivalent Amount or Buyer Deductible Cash Deferred Compensation Award: (i) the amount of taxable income in respect of such award exercise, settlement or payment, (ii) the cash value of any shares withheld in the case of awards for which net share settlement was elected; and (iii) the amount of any taxes previously withheld to satisfy tax withholding under Sections 3121(v) and 3306(r) of the Code or corresponding or similar provisions of state Laws. In addition, without limiting the obligation under the first sentence of this Section 9.07(a), Seller shall provide Buyer with the amount of “wages” in respect of a Buyer Deductible Seller Equity Award, Buyer Deductible Dividend Equivalent Amount or Buyer Deductible Cash Deferred Compensation Award, in advance to the extent possible and in any event no later than the date on which an amount in respect of a Buyer Deductible Seller Equity Award, Buyer Deductible Dividend Equivalent Amount or Buyer Deductible Cash Deferred Compensation Award becomes subject to tax withholding under Sections 3121(v) and 3306(r) of the Code or corresponding or similar provisions of state Laws, without regard to whether such amount is includible in gross income. In the case of Buyer’s reporting obligations, promptly after the end of the taxable period to which the reporting obligation relates (but in no event later than the date that is five Business Days prior to the reporting deadline without extension), Seller...
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Related to Provision of Withholding and Reporting Information and Information Necessary to Satisfy Accounting Obligations

  • Information and Reporting Requirements 57 7.1 Financial and Business Information............................................................................. 57 7.2

  • Basic Financial Information and Reporting (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied, and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied.

  • Financial Information and Reporting (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof), and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied.

  • Annual Tax Information and Report Within seventy-five (75) days after the end of each fiscal year of the Partnership, the General Partner shall furnish to each person who was a Limited Partner at any time during such year the tax information necessary to file such Limited Partner’s individual tax returns as shall be reasonably required by law.

  • Information and Reports A. The Subadviser shall keep the Fund and the Adviser informed of developments relating to its duties as Subadviser of which the Subadviser has, or should have, knowledge that would materially affect the Designated Series. In this regard, the Subadviser shall provide the Fund, the Adviser and their respective officers with such periodic reports concerning the obligations the Subadviser has assumed under this Agreement as the Fund and the Adviser may from time to time reasonably request. In addition, prior to each meeting of the Trustees, the Subadviser shall provide the Adviser and the Trustees with reports regarding the Subadviser’s management of the Designated Series during the most recently completed quarter, which reports: (i) shall include Subadviser’s representation that its performance of its investment management duties hereunder is in compliance with the Fund’s investment objectives and practices, the Act and applicable rules and regulations under the Act, and the diversification and minimum “good income” requirements of Subchapter M under the Internal Revenue Code of 1986, as amended, and (ii) otherwise shall be in such form as may be mutually agreed upon by the Subadviser and the Adviser.

  • Information and Reporting The Adviser shall provide the Trust and its respective officers with such periodic reports concerning the obligations the Adviser has assumed under this Agreement as the Trust may from time to time reasonably request.

  • Field Audits and Examination Reports; Confidentiality; Disclaimers by Lenders; Other Reports and Information By becoming a party to this Agreement, each Lender:

  • Field Examination Reports; Confidentiality; Disclaimers by Lenders; Other Reports and Information By becoming a party to this Agreement, each Lender:

  • ERISA Information and Compliance The Obligors will promptly furnish and will cause the Subsidiaries and any ERISA Affiliate to promptly furnish to the Administrative Agent with sufficient copies to the Lenders (i) promptly after the filing thereof with the United States Secretary of Labor, the Internal Revenue Service or the PBGC, copies of each annual and other report with respect to each Plan or any trust created thereunder, (ii) immediately upon becoming aware of the occurrence of any ERISA Event or of any “prohibited transaction,” as described in section 406 of ERISA or in section 4975 of the Code, in connection with any Plan or any trust created thereunder, a written notice signed by a Responsible Officer specifying the nature thereof, what action the Obligors, the Subsidiary or the ERISA Affiliate is taking or proposes to take with respect thereto, and, when known, any action taken or proposed by the Internal Revenue Service, the Department of Labor or the PBGC with respect thereto, and (iii) immediately upon receipt thereof, copies of any notice of the PBGCs intention to terminate or to have a trustee appointed to administer any Plan. With respect to each Plan (other than a Multiemployer Plan), the Obligors will, and will cause each Subsidiary and ERISA Affiliate to, (i) satisfy in full and in a timely manner, without incurring any late payment or underpayment charge or penalty and without giving rise to any lien, all of the contribution and funding requirements of section 412 of the Code (determined without regard to subsections (d), (e), (f) and (k) thereof) and of section 302 of ERISA (determined without regard to sections 303, 304 and 306 of ERISA), and (ii) pay, or cause to be paid, to the PBGC in a timely manner, without incurring any late payment or underpayment charge or penalty, all premiums required pursuant to sections 4006 and 4007 of ERISA.

  • Books Records Accounting and Reports Section 8.1 Records and Accounting 75 Section 8.2 Fiscal Year 75 Section 8.3 Reports 75 ARTICLE IX

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