Common use of Tax Payments of Settlement Fund Clause in Contracts

Tax Payments of Settlement Fund. All taxes with respect to the Settlement Fund, as more fully described in the Settlement Agreements, shall be treated as and considered to be a cost of administration of the Settlement Fund, and the Escrow Agent shall timely pay such Taxes out of the Settlement Fund, as appropriate, without prior order of the Court, as directed by Class Counsel. Class Counsel shall be responsible for the timely and proper preparation and delivery of any necessary documentation for signature by all necessary parties, and the timely filing of all tax returns and other tax reports required by law. The Class Counsel may engage an accounting firm or tax preparer to assist in the preparation of any tax reports or the calculation of any tax payments due as set forth in Sections 5 and 6 of this Escrow Agreement, and the expense of such assistance shall be paid from the Settlement Fund subject to approval of the Court. No Defendant nor their respective counsel shall have any liability or responsibility for taxes or tax expenses, for preparing (or paying for others to prepare) tax returns, tax reports, or calculation of any tax payments, or for obtaining or maintaining the tax status desired for the Settlement Fund. The Settlement Fund shall indemnify and hold each Defendant harmless for any taxes (and any additional tax liability, interest or penalties arising therefrom) that may be deemed to be payable by such Defendant by reason of the income earned on the Settlement Fund, and Escrow Agent shall establish such reserves as are necessary to cover the tax liabilities of the Settlement Fund and the indemnification obligations imposed by this Section 6. If any portion of the Settlement Fund is returned to a Defendant pursuant to the terms of a Settlement Agreement, that Defendant shall provide Escrow Agent with a properly completed IRS Form W-9.

Appears in 3 contracts

Samples: Settlement Agreement, Settlement Agreement, Settlement Agreement

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Tax Payments of Settlement Fund. All taxes Taxes with respect to the Settlement Fund, as more fully described in the Settlement AgreementsAgreement, shall be treated as and considered to be a cost of administration of the Settlement Fund, Fund and the Custodian/Escrow Agent shall timely pay such Taxes out of the Settlement Fund, as appropriate, Fund without prior order of the Court, as directed by Class Counsel. Class Counsel shall be responsible for the timely and proper preparation and delivery of any necessary documentation for signature by all necessary parties, and the timely filing of all tax returns and other tax reports required by law. The Class Counsel may engage an accounting firm or tax preparer to assist in the preparation of any tax reports or the calculation of any tax payments due as set forth in Sections 5 and 6 of this Escrow Agreement6, and the expense of such assistance shall be paid from the Settlement Fund subject to approval of by the Court. No Defendant nor their respective counsel shall have any liability or responsibility for taxes or tax expenses, for preparing (or paying for others to prepare) tax returns, tax reports, or calculation of any tax payments, or for obtaining or maintaining the tax status desired for the Settlement FundCustodian/Escrow Agent at Class Counsel’s direction. The Settlement Fund shall indemnify and hold each the Defendant harmless for any taxes (and any additional tax liability, interest or penalties arising therefrom) that may be deemed to be payable by such the Defendant by reason of the income earned on the Settlement Fund, and Custodian/Escrow Agent Agent, as directed by Class Counsel, shall establish such reserves as are necessary to cover the tax liabilities of the Settlement Fund and the indemnification obligations imposed by this Section 6paragraph. If any portion of the Settlement Fund is returned to a the Defendant pursuant to the terms of a the Settlement Agreement, that the Defendant shall provide Custodian/Escrow Agent with a properly completed IRS Form W-9.

Appears in 3 contracts

Samples: Class Action Settlement Agreement, Custodian/Escrow Agreement, Settlement Agreement

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Tax Payments of Settlement Fund. All taxes Taxes with respect to the Settlement Fund, as more fully described in the Settlement AgreementsAgreement, shall be treated as and considered to be a cost of administration of the Settlement Fund, Fund and the Escrow Agent shall timely pay such Taxes out of the Settlement Fund, as appropriate, without prior order of the Court, as directed by Class Counsel. Class Counsel shall be responsible for the timely and proper preparation and delivery of any necessary documentation for signature by all necessary parties, and the timely filing of all tax returns and other tax reports required by law. The Class Counsel may engage an accounting firm or tax preparer to assist in the preparation of any tax reports or the calculation of any tax payments due as set forth in Sections 5 and 6 of this Escrow Agreement6, and the expense of such assistance shall be paid from the Settlement Fund subject to approval of the Court. No Defendant nor their respective counsel shall have any liability or responsibility for taxes or tax expenses, for preparing (or paying for others to prepare) tax returns, tax reports, or calculation of any tax payments, or for obtaining or maintaining the tax status desired for the Settlement Fund. The Settlement Fund shall indemnify and hold each the Defendant harmless for any taxes (and any additional tax liability, interest or penalties arising therefrom) that may be deemed to be payable by such the Defendant by reason of the income earned on the Settlement Fund, and Escrow Agent shall establish such reserves as are necessary to cover the tax liabilities of the Settlement Fund and the indemnification obligations imposed by this Section 6paragraph. If any portion of the Settlement Fund is returned to a the Defendant pursuant to the terms of a the Settlement Agreement, that the Defendant shall provide Escrow Agent with a properly completed IRS Form W-9.

Appears in 1 contract

Samples: Settlement Agreement

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