Common use of Reporting and Restrictions Clause in Contracts

Reporting and Restrictions. (i) At quarterly intervals beginning on March 31, 2002 and at any other time reasonably requested by the party to receive such report, during the period commencing immediately after the Date of the Second Distribution and ending two years after such date, Parent will provide to Spinco, and Spinco will provide to Parent a report (Report) listing for the period commencing immediately after the Date of the Second Distribution and ending on the date of the Report any issuance, sale, transfer, assignment or redemption (or any agreement, understanding, arrangement, or substantial negotiations concerning the issuance, sale, transfer, assignment or redemption) of the reporting corporation's: (x) Stock (excluding any sale, transfer, or assignment of Stock between two shareholders neither of whom own, either directly or indirectly, five-percent or more of the Stock of the corporation whose Stock is transferred (treating all options as exercised), provided that the reporting corporation has not authorized such sale, transfer, or assignment and that such sale, transfer, or assignment meets the requirements of the safe harbor in Temporary regulations Section 1.355-7(f)(5)); (y) Stock Options; and (z) Assets (excluding: (A) any sale, transfer, or assignment of Assets that is fully taxable to the transferee; and (B) any other sale, transfer, or assignment of Assets that in the aggregate does not exceed 5 percent of the gross assets of the selling, transferring, or assigning corporation as reflected on such corporation's balance sheet during any 90 day period)

Appears in 2 contracts

Samples: Tax Disaffiliation Agreement (Citadel Security Software Inc), Tax Disaffiliation Agreement (Ct Holdings Inc)

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Reporting and Restrictions. (i) At quarterly intervals beginning on March 31February 30, 2002 2001 and at any other time reasonably requested by the party to receive such report, during the period commencing immediately after the Date of the Second Distribution and ending two years after such date, Parent NSI-Del will provide to Spinco, NSI Enterprises will provide to Spinco and Spinco will provide to Parent NSI-Del and NSI Enterprises a report ("Report") listing for the period commencing immediately after the Date of the Second Distribution and ending on the date of the Report any issuance, sale, transfer, assignment or redemption (or any agreement, understanding, arrangement, or substantial negotiations concerning the issuance, sale, transfer, assignment or redemption) of the reporting corporation's: (x) Stock (excluding any sale, transfer, or assignment of Stock between two shareholders neither of whom own, either directly or indirectly, five-percent or more of the Stock of the corporation whose Stock is transferred (treating all options as exercised), provided that the reporting corporation has not authorized such sale, transfer, or assignment and that such sale, transfer, or assignment meets the requirements of the safe harbor in Temporary regulations Section 1.355-7(f)(5)); (y) Stock Options; and (z) Assets (excluding: (A) any sale, transfer, or assignment of Assets that is fully taxable to the transfereetransferor; and (B) any other sale, transfer, or assignment of Assets that in the aggregate does not exceed 5 percent of the gross assets of the selling, transferring, or assigning corporation as reflected on such corporation's balance sheet during any 90 day period).

Appears in 1 contract

Samples: Tax Disaffiliation Agreement (Acuity Brands Inc)

Reporting and Restrictions. (i) At quarterly intervals beginning on March 31June 30, 2002 2001 and at any other time reasonably requested by the party to receive such report, during the period commencing immediately after on the Date date of the Second Distribution Spin-off and ending two 2 years after such date, Parent Willxxxx xxxl provide to Communications and Communications will provide to Spinco, and Spinco will provide to Parent a report Willxxxx x xeport ("Report") listing for the period commencing immediately after two years before the Date date of the Second Distribution Spin-off and ending on the date of the Report any issuance, sale, transfer, or assignment or redemption (or any agreement, understanding, arrangement, or substantial negotiations concerning the issuance, sale, transferarrangement, assignment or redemptionassignment) of the reporting corporation's: (x) Stock (to the extent such issuance, sale, transfer, or assignment has been documented in Schedules 13D or 13G filed with the Securities and Exchange Commission, and excluding any sale, transfer, or assignment of Stock between two shareholders neither of whom own, own (either directly or indirectly, ) five-percent or more of the Stock of the corporation whose Stock is transferred (treating all options as exercised), provided that the reporting corporation has not authorized such sale, transfer, or assignment and that such sale, transfer, or assignment meets the requirements of the safe harbor in Temporary regulations Section 1.355-7(f)(5)assignment); (y) Stock Options; and (z) Assets (excluding: (A) any sale, transfer, or assignment of Assets that is fully taxable to the transfereeWillxxxx xx Communications; and (B) any other sale, transfer, or assignment of Assets that in the aggregate does not exceed 5 percent of the gross assets of the selling, transferring, or assigning corporation as reflected on such corporation's balance sheet during any 90 day period).

Appears in 1 contract

Samples: Tax Sharing Agreement (Williams Companies Inc)

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Reporting and Restrictions. (i) At quarterly intervals beginning on March 31November 30, 2002 2001 and at any other time reasonably requested by the party to receive such report, during the period commencing immediately after the Date of the Second Distribution and ending two years after such date, Parent NSI-Del will provide to Spinco, NSI Enterprises will provide to Spinco and Spinco will provide to Parent NSI-Del and NSI Enterprises a report ("Report") listing for the period commencing immediately after the Date of the Second Distribution and ending on the date of the Report any issuance, sale, transfer, assignment or redemption (or any agreement, understanding, arrangement, or substantial negotiations concerning the issuance, sale, transfer, assignment or redemption) of the reporting corporation's: (x) Stock (excluding any sale, transfer, or assignment of Stock between two shareholders neither of whom own, either directly or indirectly, five-percent or more of the Stock of the corporation whose Stock is transferred (treating all options as exercised), provided that the reporting corporation has not authorized such sale, transfer, or assignment and that such sale, transfer, or assignment meets the requirements of the safe harbor in Temporary regulations Section 1.355-7(f)(5)); (y) Stock Options; and (z) Assets (excluding: (A) any sale, transfer, or assignment of Assets that is fully taxable to the transferee; and (B) any other sale, transfer, or assignment of Assets that in the aggregate does not exceed 5 percent of the gross assets of the selling, transferring, or assigning corporation as reflected on such corporation's balance sheet during any 90 day period)

Appears in 1 contract

Samples: Tax Disaffiliation Agreement (L&c Spinco Inc)

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