Special Tax Status Sample Clauses

Special Tax Status. SCC operates as a cooperative organization under Subchapter T of the Code and is not aware of any reason why, after the Effective Time of the Merger, TruServ will not continue to so operate.
Sample 1
AutoNDA by SimpleDocs
Special Tax Status. Coxxxx xperates as a cooperative organization under Subchapter T of the Code and is not aware of any reason why, after the Effective Time of the Merger, TruServ will not continue to so operate.
Sample 1
Special Tax Status. Xx. Xxxxxxx is currently benefiting from the special tax status for expats under the special tax circular of 8 August 1983. The Company will assist Xx. Xxxxxxx with the formal obligations which he has in this respect, such as the filing of an expat tax return. In this respect he will be able to get assistance from Tiberghien Lawyers. Under this expat status the Company has granted him following allowances: • A gross home leave allowance of EUR 2.000 • School fees for children for a capped amount of EUR 12.000 gross (incl. transport, food, etc.) These benefits will be treated tax wise as provided by the tax circular.
Sample 1
Special Tax Status. (i) No Group Company is a party to or bound by any Tax sharing, indemnity, or allocation Contract (other than with another Group Company), and no Group Company has any Liability to another party (other than with another Group Company) under any such Contract.
Sample 1
Special Tax Status. Seller is not a "foreign person" (as that term ------------------ is defined in Section 1445 of the Code).
Sample 1
Special Tax Status. None of the Consolidated Forecast Entities is a "foreign person" (as that term is defined in Section 1445 of the Code). None of the Consolidated Forecast Entities has filed a consent under Section 341(f) of the Code concerning collapsible corporations. None of the Consolidated Forecast Entities has made any payments, is obligated to make any payments, or is a party to any agreement that under certain circumstances could obligate it to make any payments that will not be deductible under Section 280G of the Code. None of the Consolidated Forecast Entities is required to recognize an adjustment to income under Section 481 of the Code for any Tax period following the Closing Date. None of the Sellers or the Securities Partnership is liable for Taxes pursuant to Treasury Regulation Section 1.1502-6 (or any comparable provision of state, local or foreign Tax law), as a transferee or successor, by contract or otherwise, or is currently under any contractual obligation to indemnify any person with respect to any amount of Taxes, or is a party to any tax sharing agreement or any other agreement providing for payments by any of the Sellers or the Securities Partnership with respect to Taxes. 2.7.6
Sample 1
Special Tax Status. No Selling Party is a “foreign person” (as that term is defined in Code Section 1445).
Sample 1
AutoNDA by SimpleDocs
Special Tax Status. This is to certify that all purchases by the undersigned from PMC are purchased for the following purposes. Please check one: ❑ Non-taxable under Direct Pay Permit No. (ATTACH COPY OF PERMIT) ❑ Non-taxable purchases are for resale. Resale Tax ID No. (ATTACH COPY OF CERTIFICATE) ❑ Purchases are to be used in the manufacturing process subject to 1 1/2 tax.
Sample 1
Special Tax Status. This is to certify that all purchases by the undersigned from PMC are puchased for the following purposes. Please check one: Non-taxable under Direct Pay Permit # (ATTACH COPY OF PERMIT) Non-taxable purchases are for resale. Resale Tax ID # (ATTACH COPY OF CERTIFICATE) Purchases are to be used in the manufacturing process subject to 1 1/2 tax Mfg. Tax Account # (ATTACH COPY OF CERTIFICATE) Professional Logger Permit # (ATTACH COPY OF CERTIFICATE) Other ReguIar MS State Sales Tax will be assessed to all purchases on accounts without documented proof of the claimed exemption. (ATTACH COPY OF EXEMPTION) In the event that Xxxxxxx Machinery Company is compelled by the Mississippi State Sales Tax Commission or any other taxing authority to pay any additional sales tax, interest and/or penalty in connection with any purchase or rental made by us, the applicant(s) agree to pay Xxxxxxx Machinery Company promptly the additional sales tax, interest and penalty.
Sample 1

Related to Special Tax Status

  • Federal Tax Status Commencing with its taxable year ended December 31, 2013, the Company has been organized and operated in conformity with the requirements for qualification and taxation as a real estate investment trust (a “REIT”) under the Code, and will continue to operate in a manner that will enable it to meet the requirements for qualification and taxation as a REIT under the Code for its taxable year ending December 31, 2019 and thereafter. All statements regarding the Company’s qualification and taxation as a REIT and descriptions of the Company’s organization and current and proposed method of operation (inasmuch as they relate to the Company’s qualification and taxation as a REIT) set forth in the Registration Statement and the Prospectus are accurate and fair summaries of the legal or tax matters described therein in all material respects. Each of the Company’s direct or indirect corporate subsidiaries will qualify as a “taxable REIT subsidiary” within the meaning of Section 856(l) of the Code. The Operating Partnership will be treated as a partnership and not as an association taxable as a corporation for U.S. federal income tax purposes.

  • Special Tax Consequences The Participant acknowledges that, to the extent that the aggregate Fair Market Value (determined as of the time the Option is granted) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are exercisable for the first time by the Participant in any calendar year exceeds $100,000, the Option and such other options shall be Non-Qualified Stock Options to the extent necessary to comply with the limitations imposed by Section 422(d) of the Code. The Participant further acknowledges that the rule set forth in the preceding sentence shall be applied by taking the Option and other “incentive stock options” into account in the order in which they were granted, as determined under Section 422(d) of the Code and the Treasury Regulations thereunder.

  • Tax Status Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and its Subsidiaries each (i) has made or filed all United States federal, state and local income and all foreign income and franchise tax returns, reports and declarations required by any jurisdiction to which it is subject, (ii) has paid all taxes and other governmental assessments and charges that are material in amount, shown or determined to be due on such returns, reports and declarations and (iii) has set aside on its books provision reasonably adequate for the payment of all material taxes for periods subsequent to the periods to which such returns, reports or declarations apply. There are no unpaid taxes in any material amount claimed to be due by the taxing authority of any jurisdiction, and the officers of the Company or of any Subsidiary know of no basis for any such claim.

  • SPECIAL TAX ELECTION The acquisition of the Purchased Shares may result in adverse tax consequences which may be avoided or mitigated by filing an election under Code Section 83(b). Such election must be filed within thirty (30) days after the date of this Agreement. A description of the tax consequences applicable to the acquisition of the Purchased Shares and the form for making the Code Section 83(b) election are set forth in Exhibit II. OPTIONEE SHOULD CONSULT WITH HIS OR HER TAX ADVISOR TO DETERMINE THE TAX CONSEQUENCES OF ACQUIRING THE PURCHASED SHARES AND THE ADVANTAGES AND DISADVANTAGES OF FILING THE CODE SECTION 83(b) ELECTION. OPTIONEE ACKNOWLEDGES THAT IT IS OPTIONEE'S SOLE RESPONSIBILITY, AND NOT THE CORPORATION'S, TO FILE A TIMELY ELECTION UNDER CODE SECTION 83(b), EVEN IF OPTIONEE REQUESTS THE CORPORATION OR ITS REPRESENTATIVES TO MAKE THIS FILING ON HIS OR HER BEHALF.

  • Income Tax Characterization For purposes of federal income, state and local income and franchise and any other income taxes, the Issuer will, and each Noteholder by such Noteholder’s acceptance of any such Notes (and each Person who acquires an interest in any Notes through such Noteholder, by the acceptance by such Person of an interest in the applicable Notes) agrees to, treat the Notes that are characterized as indebtedness at the time of their issuance, and hereby instructs the Issuer to treat such Notes, as indebtedness for federal, state and other tax reporting purposes. Each Noteholder agrees that it will cause any Person acquiring an interest in a Note through it to comply with this Indenture as to treatment as indebtedness under applicable tax law, as described in this Section 3.21. The Notes will be issued with the intention that, for federal, state and local income and franchise tax purposes the Trust shall not be treated as an association or publicly traded partnership taxable as a corporation. The parties hereto agree that they shall not cause or permit the making, as applicable, of any election under Treasury Regulation Section 301.7701-3 (or any successor provision) whereby the Trust or any portion thereof would be treated as a corporation for federal income tax purposes. The provisions of this Indenture shall be construed in furtherance of the foregoing intended tax treatment.

  • Income Tax Treatment Employee and the Company acknowledge that it is the intention of the Company to deduct all amounts paid under Section 2 hereof as ordinary and necessary business expenses for income tax purposes. Employee agrees and represents that he will treat all such amounts as required pursuant to all applicable tax laws and regulations, and should he fail to report such amounts as required, he will indemnify and hold the Company harmless from and against any and all taxes, penalties, interest, costs and expenses, including reasonable attorneys' and accounting fees and costs, which are incurred by Company directly or indirectly as a result thereof.

  • Intended Tax Treatment Notwithstanding anything to the contrary herein or in any other Transaction Document, all parties to this Agreement covenant and agree to treat each Loan under this Agreement as debt (and all Interest as interest) for all federal, state, local and franchise tax purposes and agree not to take any position on any tax return inconsistent with the foregoing.

  • Federal Tax Treatment Notwithstanding anything to the contrary contained in this Agreement or any document delivered herewith, all persons may disclose to any and all persons, without limitation of any kind, the federal income tax treatment of the Notes, any fact relevant to understanding the federal tax treatment of the Notes, and all materials of any kind (including opinions or other tax analyses) relating to such federal tax treatment.

  • Tax Unless specified otherwise in the Proclamation of sale, if the sale of this property is subjected to Tax, such Tax will be payable and borne by the Purchaser.

  • Excise Tax Provision (a) Notwithstanding any other provisions of this Agreement, if a Change of Control occurs during the original or extended term of this Agreement, in the event that any payment or benefit received or to be received by the Executive in connection with the Change of Control of the Company or the termination of the Executive’s employment under this Agreement or any other agreement between the Company and the Executive (all such payments and benefits, including the payments and benefits under Section 2.3(c) hereof, being hereinafter called “Total Payments”) would be subject (in whole or in part), to an excise tax imposed by section 4999 of the Code (the “Excise Tax”), then the cash payments under Section 2.3(c) hereof shall first be reduced, and the noncash payments and benefits under the other sections hereof shall thereafter be reduced, to the extent necessary so that no portion of the Total Payments is subject to the Excise Tax but only if (A) the net amount of such Total Payments, as so reduced (and after subtracting the net amount of federal, state and local income and employment taxes on such reduced Total Payments) is greater than or equal to (B) the net amount of such Total Payments without such reduction (but after subtracting the net amount of federal, state and local income and employment taxes on such Total Payments and the amount of Excise Tax to which the Employee would be subject in respect of such unreduced Total Payments); provided, however, that the Executive may elect to have the noncash payments and benefits hereof reduced (or eliminated) prior to any reduction of the cash payments under Section 2.3(c) hereof.

Time is Money Join Law Insider Premium to draft better contracts faster.