Tax Returns; Tax Matters Partner Sample Clauses

Tax Returns; Tax Matters Partner. (a) The Administrative Member shall cause all tax returns of the Venture and its Subsidiaries to be timely prepared so that they may be filed with the applicable government authorities within allowable time periods, including extensions, which tax returns (including any tax returns described in Section 41 of the Conveyance Agreement, other than those tax returns that relate to Pre-Closing Tax Periods (as such term is defined in the Conveyance Agreement), which tax returns shall be subject to the provisions of Section 41 of the Conveyance Agreement) shall not be filed until the Managing Member consents to such filing and shall provide to any Member such other information as may be reasonably requested by such Member relating to the Venture’s tax matters. In furtherance of the foregoing the Administrative Member shall, as soon as practicable, cause to be submitted drafts of all income tax returns (including all related schedules and exhibits and upon request, copies of all supporting work papers) to the Managing Member for its consent to the filing of such returns, which materials shall be provided both at least 30 days prior to the required filing date and prior to filing such income tax returns. In addition, the Administrative Member shall cause to be provided to the Managing Member: (1) within 25 days after the end of each calendar quarter, an estimate of the Venture’s gross assets as of such quarter-end and gross income for the year through such quarter-end as determined for purposes of Section 856(c) of the Code, (2) at least 5 Business Days prior to each quarterly estimated tax payment date for calendar year corporations, an estimate of the Managing Member’s share of the Venture’s taxable income or loss with respect to such calendar quarter, and (3) within 25 days after the end of each taxable year, estimated information necessary for such Member to prepare any required 1099-DIV forms. Notwithstanding the above, the Administrative Member will cause to be provided to each Member (i) estimates of its IRS Schedule K-1 items with respect to each taxable year within 20 days after the end of such taxable year and (ii) a final IRS Schedule K-1 with respect to each taxable year no later than June 15th following such taxable year.
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Tax Returns; Tax Matters Partner. (a) The Company shall file a partnership tax return in the United States at the end of each fiscal year and for tax purposes it is the intent of the Members that the Company be taxed as a partnership in the United States for U.S. federal, state, and local tax purposes. The Members shall appoint one Member to be the “Tax Matters Partner” for U.S. federal income tax purposes pursuant to Section 6231 of the Code with respect to all taxable years of the Company. The Tax Matters Partner shall prepare or cause to be prepared all tax returns required of the Company.
Tax Returns; Tax Matters Partner. (a) The Administrative Member shall cause all Venture tax returns to be timely prepared so that they may be filed with the applicable government authorities within allowable time periods, including extensions, which tax returns shall not be filed until the NorthStar Member consents to such filing and shall provide to any Member such other information as may be reasonably requested by such Member relating to the Company’s tax matters. In furtherance of the foregoing the Administrative Member shall, as soon as practicable, cause to be submitted drafts of all income tax returns (including all related schedules and exhibits and upon request, copies of all supporting work papers) to the NorthStar Member for its consent to the filing of such returns, which shall be provided at least 30 days prior to the required filing date and prior to filing the same and in the case of any annual income tax returns. In addition, the Administrative Member shall cause to be provided to the NorthStar Member: (1) at least 5 Business Days prior to each quarterly estimated tax payment date for calendar year corporations, an estimate of the NorthStar Member’s share of the Company’s taxable income or loss with respect to such calendar quarter and (2) within 25 days after the end of each taxable year, estimated information necessary for such Member to prepare any required 1099-DIV forms. Notwithstanding the above, the Administrative Member will cause to be provided to each Member with (i) estimates of its IRS Schedule K-1 items with respect to any taxable year within 20 days after the end of such taxable year and (ii) a final IRS Schedule K-1 with respect to the taxable year no later than May 31st following such taxable Year.
Tax Returns; Tax Matters Partner. The Managing Partner shall -------------------------------- cause to be prepared by the Partnership Accountants and shall within seventy- five (75) days after the end of each Partnership fiscal year submit to the other Partners for their approval a copy of the proposed annual federal and necessary state or local Partnership tax returns. Such returns (including all elections made therein) shall be subject to the approval of the General Partners. The Managing Partner shall cause all tax returns to be timely filed with the applicable government authorities. Reckson shall be the tax matters partner (as described in Section 6231(a)(7) of the Code) of the Partnership provided it is not a Defaulting Partner, and if it is, the Odyssey General Partner shall be the tax matters partner. The tax matters partner shall not extend the statute of limitations on behalf of the Partnership, select the Partnership's choice of litigation forum in any tax action or take any other action in its capacity as tax matters partner without the consent of the other General Partners. The tax matters partner shall keep the other Partners fully advised of the progress of any audit and shall, promptly upon receipt, supply the other Partners with copies of any written communications received from the Internal Revenue Service, or other taxing authority, relating to any audit promptly after receipt thereof, and shall, at least five (5) business days prior to submitting any materials to the Internal Revenue Service, or other taxing authority, provide such materials to the other Partners for their approval. The Partnership will report the transactions contemplated herein on its tax returns in a manner consistent with the description of such transactions contained herein.
Tax Returns; Tax Matters Partner. 8.6.1. The President shall, at the expense of the LLC, cause to be prepared and delivered to the Members, in a timely fashion after the end of each Fiscal Year, copies of all federal and state income tax returns for the LLC for such Fiscal Year, one copy of which shall be timely filed with the appropriate tax authorities. Such returns shall accurately reflect the results of operations of the LLC for such Fiscal Year.
Tax Returns; Tax Matters Partner. (a) As soon as practicable after the end of each Fiscal Year, but in no event later than the 120th day following the end of each Fiscal Year, the Managing Member shall furnish each Member, at the expense of the LLC, with an estimated statement of the Member's distributive share of income, gains, losses, deductions and credits for such Fiscal Year. As soon as practicable after the end of each Fiscal Year but in no event later than 150 days following the end of each Fiscal Year, the Managing Member shall furnish each Member, at the expense of the LLC, with a final statement of the Member's distributive share of income, gains, losses, deductions and credits for such Fiscal Year on a Form K-1 and such other information (including copies of any tax returns that have been filed by the LLC) as is reasonably necessary for the Member to complete such Member's applicable U.S. federal, state, local and foreign income tax returns.
Tax Returns; Tax Matters Partner. (a) The Operating Member shall cause all LLC tax returns to be timely filed with the applicable government authorities within allowable time periods, including extensions, and shall use reasonable efforts to provide such tax returns in a timely manner to the Members with the necessary information, including Schedules K-1, with respect to the operations of the LLC to allow them to file their own tax returns. The Operating Member shall provide TIAA LLC with copies of the LLC's form K-1 at least 15 days prior to the date such tax returns shall be filed.
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Tax Returns; Tax Matters Partner. The General Partner shall be the "tax matters partner" of the Partnership and shall prepare and timely file all federal, state and local income and other tax returns and reports as may be required as a result of the business of the Partnership.
Tax Returns; Tax Matters Partner. The Class B Manager shall cause to be prepared and shall timely file all federal, state, and local income and other tax returns and reports as may be required as a result of the business of the Company. The B Manager shall use its commercially reasonable efforts to (a) provide the Members a good faith estimate of the Members’ allocable shares of taxable income, loss, gain, and credits on or before April 1 of each year, (b) provide to each Member a copy of the federal income tax return it intends to file on or before June 15 of each year, and (c) furnish to each Member its Schedule K-1 to Form 1065 on or before June 15 of each year, and (d) file the Company’s federal income tax return on or before June 15 of each year; provided, however, in no event shall the B Manager deliver the information set forth in this Section 12.3 later than August 1 of each year.
Tax Returns; Tax Matters Partner 
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