Tax and Financial Matters Sample Clauses

Tax and Financial Matters. 6.1 The General Partner hereby agrees to and shall deliver to Assignor drafts of the Partnership’s 2011 federal and state tax returns by approximately March 1, 2012, for the period during which the Assignor was a limited partner, for Assignor’s review prior to preparation of the final tax returns, and if the Assignor has given the General Partner comments, if any, on the draft returns within twenty-one (21) days after the drafts are submitted to Assignor for review, shall deliver to Assignor the final form of such 2011 tax returns by April 10, 2012; provided, Assignor hereby acknowledges that it shall consent for all purposes to the Partnership’s election pursuant to Section 754 of the Internal Revenue Code of 1986, as amended, if so set forth on the Partnership’s 2011 federal income tax return for the period during which the Assignor was a limited partner;
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Tax and Financial Matters. (a) Representative shall be responsible for paying all income taxes and other taxes charged to Representative on commissions earned hereunder. All financial and other obligations associated with Representative’s business are the sole responsibility of Representative.
Tax and Financial Matters. (a) The Seller and the Purchaser shall procure (to the extent permitted by law) that the Purchaser shall (otherwise than at the cost of the Seller) deal with all matters (including preparing and dealing with all correspondence and any other documentation) relating to the Tax affairs of the Seller in relation to the Business and Assets for all periods commencing on or after 1 May 2021 in respect of which Tax is assessed or charged (each being a “Tax Period”) including any Tax Period of the Seller current at the Transfer Time (or, if later, current at the time on which the last of the Business and Assets transfers under this agreement) until such time as the Seller has been struck off the register at Companies House and dissolved.
Tax and Financial Matters. 22 5.8 Acknowledgment.................................................................. 22 5.9
Tax and Financial Matters. From and after the Closing, TBA, on the one hand, and Vail, on the other hand, shall cooperate fully with each other and make available or cause to be made available to each other for consultation, inspection and copying (at such other party's expense) in a timely fashion such personnel, tax data, tax returns and filings, files, books, records, documents, financial, technical and operating data, computer records and other information as may be reasonably required (1) for the preparation by either of them of any tax returns, elections, consents or certificates required to be prepared and filed by such parties or by VAB or Manager or (2) in connection with any audit or proceeding relating to taxes relating to the assets of VAB or Manager. Vail agrees to retain all books and records with respect to tax matters pertinent to VAB or Manager relating to any taxable period beginning before the Closing Date until the expiration of the statute of limitations of the respective taxable periods, and to abide by all record retention agreements entered into with any taxing authority. None of the parties hereto shall cause an election to be made, an accounting for tax purposes to be adopted, or a position to be taken on any tax return, or in any tax proceeding, that is inconsistent with the provisions of this Agreement. In addition, as custodian of the books and records of VAB and Manager as of the Closing Date, Vail, or its authorized representatives, shall be responsible for closing such books and records as of the Closing Date for state and federal income tax and financial reporting purposes. TBA and Vail shall cooperate fully with each other in connection with such closing and Vail shall make available to TBA all financial and income tax data, statements, reports and information relating to such closing of the books and records as of the Closing Date.
Tax and Financial Matters. 3.3.1 All Tax Returns required to be filed by or on behalf of the Company in any country or political subdivision thereof having jurisdiction over the affairs of the Company for all periods in respect of which such filings have heretofore been required, have been duly filed, except for Tax Returns for which the failure to file at the time required to be filed would not have a Material Adverse Change for the Company, and such Tax Returns are true, complete and correct in all material respects.
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Tax and Financial Matters. (a) Subject to the terms of this Agreement, the Manager shall be responsible for preparing or causing to be prepared all tax and accounting records for the Company. The Manager shall appoint the Accountants to be engaged by the Company. The cost of preparing the Company’s tax return shall be paid by the Company as a Company expense.
Tax and Financial Matters. 15.1 The Company and the Continuing Members agree to cause the Company to close its books as of the close of business on the Closing Date so as to determine the share of each Member’s (as defined in the Operating Agreement) (including GTSI) profits or losses for the period from January 1, 2011 through the Closing Date.

Related to Tax and Financial Matters

  • Financial Matters 9.1. The School shall maintain accurate and comprehensive financial records, operate in accordance with Generally Accepted Accounting Principles, and use public funds in a fiscally responsible manner.

  • Accounting and Financial Determinations Unless otherwise specified, all accounting terms used herein or in any other Loan Document shall be interpreted, all accounting determinations and computations hereunder or thereunder (including under Section 7.2.4) shall be made, and all financial statements required to be delivered hereunder or thereunder shall be prepared in accordance with, those generally accepted accounting principles ("GAAP") applied in the preparation of the financial statements referred to in Section 6.5.

  • Fiscal Matters a. The School District will provide all required Course Materials (textbooks and electronic materials) and will be billed for applicable Instructional Materials charges embedded in courses requiring electronic materials in accordance with the College respective course agreement.

  • Regulatory Matters The parties will negotiate in good faith to resolve regulatory criticisms or concerns expressed by the Office of the Comptroller of the Currency or other U.S. federal or state banking Regulators that can reasonably be addressed through a modification of the Agreement or adoption of mutually agreeable policies or procedures to prevent or resolve a Material Default described by clause (iii) of such definition, subject to applicable legal requirements including restrictions on disclosing confidential supervisory information.

  • Governmental Matters The filing or commencement of, or the threat in writing of, any action, suit, proceeding, investigation or arbitration by or before any arbitrator or Governmental Authority against or affecting Group Members thereof not previously disclosed in writing to the Lenders or any material adverse development in any action, suit, proceeding, investigation or arbitration (whether or not previously disclosed to the Lenders) that, in either case, if adversely determined, could reasonably be expected to result in a Material Adverse Effect;

  • Operational Matters 7.1 The LGB shall comply with the obligations set out in Appendix 2 which deals with the day-to-day operation of, and delegation of responsibilities to, the LGB.

  • Healthcare Regulatory Matters (a) Each Company Group Member is currently in material compliance with and, since January 1, 2019, each Company Group Member has complied in all material respects, with all Applicable Healthcare Industry Laws. Since January 1, 2019, each Company Group Member has maintained and complied in all material respects with a corporate compliance program that includes the implementation of policies, procedures, and training programs, and other compliance activities designed for its employees and agents to comply with all Applicable Healthcare Industry Laws.

  • Organizational Matters 16 Section 2.1. Organization.....................................................16 Section 2.2. Name ............................................................16 Section 2.3. Resident Agent; Principal Office.................................16 Section 2.4.

  • 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.

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