Tax Purposes. Allocations under this Section 6.4 are solely for purposes of federal, state and local income taxes and will not affect, or in any way be taken into account in computing, any Partner’s Capital Account or share of Profits, Losses or other items or distributions under any provision of this Agreement.
Tax Purposes. In the event the Gross Asset Value of any Company asset is adjusted pursuant to subparagraph 188.8.131.52 of this Exhibit "A", subsequent allocations of income, gain, loss and deduction with respect to such asset shall take account of any variation between the adjusted basis of such asset for federal income tax purposes and its Gross Asset Value in the same manner as under IRC Section 704(c) and the Regulations thereunder. Any elections or other decisions relating to such allocations shall be made by the Manager in a manner that reasonably reflects the purpose and intention of the Agreement. Allocations pursuant to this Paragraph 3 are solely for purposes of federal and state income taxes and shall not, except to the extent required pursuant to Treasury Regulations Section 1.704-1(b)(2)(iv)(m), affect, or in any way be taken into account in computing, any Member's Capital Account or share of Profits, Losses, other items or distributions pursuant to any provision of this Agreement.
Tax Purposes. For federal income Tax purposes, the Merger is intended to constitute a reorganization within the meaning of Section 368(a)(1)(A) and Section 368(2)(D) of the Code and the Treasury Regulations promulgated thereunder. The parties to this Agreement shall not take or cause to be taken any action which would disqualify the Merger as a reorganization within the meaning of Section 368(a) of the Code. The parties to this Agreement adopt this Agreement as a “plan of reorganization” for purposes of Sections 354 and 361 of the Code and shall comply with the requirements of Treasury Regulations Section 1.368-3.
Tax Purposes. ..8 Section 4.7. Non-Liquidation Event Distributions on Partnership Interests...........................8 (a) Distributions of Cash...............................................................8 (b) Limitation..........................................................................8 (c)
Tax Purposes. If the Grantor's wife does not survive him, such taxes shall be paid from the residue of the trust estate, prior to division and distribution as provided under Section 9. If the Grantor's wife survives him, such taxes shall be paid from Trust A, except that (a) If the Grantor's Executor or Administrator fails to make the election so that any portion of Trust B fails to qualify for the Federal estate tax marital deduction, then the Federal estate tax due by reason of the Grantor's death shall be paid from the assets of that portion of Trust B for which the marital deduction was not elected to the extent that those assets are sufficient and otherwise from Trust A; or (b) If the taxes required hereunder to be paid from Trust A should exhaust Trust A, the amount thereof which cannot be paid from Trust A shall first be charged to Trust B, and if the assets allocated to Trust B are insufficient to pay any portion thereof, the balance shall be divided equally between Trust C and Trust D.