Tax Reporting Documentation Sample Clauses

Tax Reporting Documentation. Within 30 days after the execution of this Agreement, the Company shall provide to the Escrow Agent its certified tax identification number on Form W-9 (or Form W-8 if the Company is a non-U.S. company) and such other forms and documents as the Escrow Agent may reasonably request (collectively, “Tax Reporting Documentation”). The Parties understand that if such Tax Reporting Documentation is not so certified to the Escrow Agent, the Escrow Agent may be required by the Internal Revenue Code of 1986, as it may be amended from time to time, to withhold a portion of any interest or other income earned on the investment of monies or other property held by the Escrow Agent pursuant to this Agreement.

Tax Reporting Documentation. If applicable, the parties hereto other than the Escrow Agent agree to provide the Escrow Agent with certified tax identification numbers for each of them by furnishing appropriate forms W-9 (or Forms W-8, in the case of non-U.S. persons) and other forms and documents that the Escrow Agent may reasonably request (collectively, "TAX REPORTING DOCUMENTATION") to the Escrow Agent within 30 days after the date hereof. The parties hereto understand that, if such Tax Reporting Documentation is not so certified to the Escrow Agent, the Escrow Agent may be required by the Internal Revenue Code, as it may be amended from time to time, to withhold a portion of any interest or other income earned on the investment of monies or other property held by the Escrow Agent pursuant to this Agreement. The Escrow Agent need not make any distribution of all or any portion of the Escrow Cash to any person until such person has furnished to the Escrow Agent such Tax Reporting Documentation as the Escrow Agent may reasonably require.

Tax Reporting Documentation. The Representative agrees to use reasonable best efforts to obtain for the Escrow Agent certified tax identification numbers for each of the Shareholders consisting of appropriate Forms W-9 (or Forms W-8, in the case of non-U.S. persons) and other forms and documents that the Escrow Agent may reasonably request (collectively, "TAX REPORTING DOCUMENTATION") to the Escrow Agent within 30 days after the date of such request. The parties hereto understand that, if such Tax Reporting Documentation is not so certified to the Escrow Agent, the Escrow Agent may be required by the Code, as it may be amended from time to time, to withhold a portion of the interest earned on the investment of monies or other property held by the Escrow Agent pursuant to this Agreement.

Tax Reporting Documentation. (a) Visteon and Ford each shall provide the Escrow Agent with its tax identification numbers and other forms and documents that the Escrow Agent may reasonably request (collectively, "TAX REPORTING DOCUMENTATION") to the Escrow Agent within thirty (30) days of the date of receipt of the Escrow Fund by the Escrow Agent. The parties hereto understand that, if such Tax Reporting Documentation is not so certified to the Escrow Agent, the Escrow Agent shall be required by the Internal Revenue Code, as it may be amended from time to time, to withhold a portion of any interest or other income earned on the investment of monies or other property held by the Escrow Agent pursuant to this Agreement. (b) The parties hereto agree that, for tax reporting purposes, all Escrow Earnings, if any, attributable to the Escrow Fund held in the Escrow Fund by the Escrow Agent pursuant to this Agreement shall be allocable to Visteon.

Tax Reporting Documentation. The parties hereto agree that, for Tax reporting purposes, all income, if any, attributable to the Escrow Fund shall be allocable to each Holder based on the ratio that such Holder’s Pro-Rata Sytera Indemnification Escrow Shares bear to the aggregate number of Sytera Indemnification Escrow Shares (such ratio being referred to herein as each Holder’s “Pro Rata Percentage”). Each Holder agrees to complete, sign and send to the Escrow Agent within sixty (60) days following the Closing a Form W-9 and any other forms and documents that the Escrow Agent may reasonably request for Tax reporting purposes (collectively, “Tax Reporting Documentation”). Likewise, each Holder acknowledges and agrees that, if such Tax Reporting Documentation is not delivered to the Escrow Agent pursuant to this Section 2.5, the Escrow Agent shall withhold a portion of any interest or other income earned on the Escrow Fund and remit such withholding to the Internal Revenue Service in accordance with the Code.

Tax Reporting Documentation. The Sole Stockholder and each Principal hereby agrees to provide Parent and the Escrow Agent with a certified tax identification number by furnishing an appropriate Form W-9 (or Form W-8, in the case of a non-U.S. person) and other forms and documents that Parent or the Escrow Agent may reasonably request (collectively, “Tax Reporting Documentation”). The Sole Stockholder and each Principal understands that if such Tax Reporting Documentation is not provided, Parent or the Escrow Agent, as applicable, may be required by the Code, as amended and as it may be amended from time to time, to withhold a portion of any payment of Merger Consideration or interest or other income earned on the investment of monies or other property held by the Escrow Agent pursuant to the terms of the Escrow Agreement.

Tax Reporting Documentation. (a) Prior to the date hereof, Purchaser and Seller shall provide the Escrow Agent with a certified tax identification number by furnishing appropriate forms W-9 or W-8 and such forms and documents that the Escrow Agent may reasonably request (collectively, “Tax Reporting Documentation”). The parties hereto understand that, if such Tax Reporting Documentation is not so certified to the Escrow Agent, the Escrow Agent shall be required by the Internal Revenue Code of 1986, as it may be amended from time to time (the “Code”), to withhold a portion of any interest or other income earned on the investment of monies or other property held by the Escrow Agent pursuant to this Agreement. (b) The parties hereto agree that, for tax reporting purposes, all of the Escrow Earnings, if any, attributable to the Escrow Cash, held in the Escrow Fund by the Escrow Agent pursuant to this Agreement shall be allocable to Seller. Purchaser and Seller hereto further understand that a portion of the payment of the Escrow Cash shall be treated as imputed interest to the extent required by the Code.

Tax Reporting Documentation. Within thirty (30) days after the execution of this Agreement: (a) Buyer shall provide to the Escrow Agent Buyer’s certified tax identification number on Form W-9 (or Form W-8 if Buyer is a non-U.S. person) and such other forms and documents as the Escrow Agent may reasonably request (collectively, “Tax Reporting Documentation”) and (b) the Transaction Representative shall provide to the Escrow Agent Tax Reporting Documentation for each Shareholder and SEU Holder. The parties hereto understand that, if such Tax Reporting Documentation is not so delivered to the Escrow Agent, the Escrow Agent may be required by the Internal Revenue Code of 1986, as amended, to withhold a portion of any interest or other income earned on the investment of monies or other property held by the Escrow Agent pursuant to this Agreement.

Tax Reporting Documentation. Each Domestic Seller Company and the Principal shall provide Buyer and the Escrow Agent with its certified tax identification number by furnishing an appropriate Form W-9 and other forms and documents that Buyer or the Escrow Agent may reasonably request (collectively, "Tax Reporting Documentation"). Each Domestic Seller Company understands that if such Tax Reporting Documentation is not provided, Buyer or the Escrow Agent, as applicable, may be required by the Code to withhold a portion of any payment of the Total Purchase Price or interest or other income earned on the investment of monies or other property held by the Escrow Agent pursuant to the terms of the Escrow Agreement.