Valuation and Calculation of Normal Taxes and Procedural Matters Sample Clauses

Valuation and Calculation of Normal Taxes and Procedural Matters. Not later than March 1 of each year commencing in the year 2013, the Company shall file with the Issuer and with the Tax Commissioner a report (the "Annual Report") in which the Company shall value the Project as of January 1 of such year at "Full Value," as follows: (i) land shall be valued at cost, (ii) improvements shall be valued at book value determined in accordance with generally accepted accounting principles and (iii) trade fixtures, machinery, equipment and other tangible personal property shall be valued at cost less depreciation (as per State Guidelines). The resulting Full Value shall be multiplied by 40% to determine the "Assessed Value" of the Project. The "Normal Taxes" that would be payable to any taxing authority is an amount determined by multiplying the Assessed Value by that taxing authority's millage rate. The Annual Report shall also show the calculations of amounts payable under (ii) and (iii), below. For purposes of (ii) and (iii) below, Year 1 shall be the year 2013. Payment of the resulting payment in lieu of taxes for such year shall accompany the Annual Repo1t.
Sample 1
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Valuation and Calculation of Normal Taxes and Procedural Matters. Not later than April 1, 2013 and each April 1 of each year thereafter while the Lease is in effect, the Company shall file with the Issuer, the DeKalb County Board of Tax Assessors (“BOTA”) and with the DeKalb County Tax Commissioner (“Tax Commissioner”) a pro forma property tax return (the “Annual Return”) containing a detailed list describing the items of property comprising the Project and showing the cost and date of purchase of each such item. The amount of payments in lieu of taxes payable pursuant to this Lease shall be the percentages (provided for herein) of normal taxes based on values of the items comprising the Project, determined in accordance with this Lease, but as though the Company, rather than the Issuer, held the legal title to the Project. For purposes of determining normal taxes on the items of property comprising the Project, the fair market value thereof shall be as provided in the Annual Return or as otherwise determined by the BOTA in accordance with the Georgia Department of Revenue's Appraisal Procedures Manual or as otherwise legally required at the time. A notice as to value shall be sent by the BOTA to the Company at the same time as such notices are sent to other property owners in DeKalb County (“County”). The BOTA agrees that the Company may administratively contest such value in the same manner as other property owners and shall have the same rights to judicial review of the BOTA's determination of values as other property owners. The fair market value of the item of property shall be multiplied by 40% (or other factor legally required at the time) to determine the “Assessed Value” thereof against which the millage rates of the various taxing authorities shall be applied to determine the normal taxes that would be due such taxing authorities if the same were subject to tax. The appropriate payment percentages as provided in the below Payment Schedule shall be applied to normal taxes to determine the payments in lieu of taxes that are payable hereunder. The provisions of this Lease relative to valuation of the Project and the giving of notice thereof shall be the obligation and responsibility of the BOTA (and not of the Issuer, the City, the County or any other body). If for any reason the foregoing provisions relating to administratively or judicially contesting the value of the Project established by the BOTA shall be judicially determined not to be effective, the matter of value shall, at the request of the Company be su...
Sample 1
Valuation and Calculation of Normal Taxes and Procedural Matters. Not later than April 1 of each year commencing in the year 2015, the Company shall file with the Board of Assessors, a return (the “Annual Return”) in which the Project shall be valued as of January 1 of such year at “Full Value,” as follows: trade fixtures, machinery, equipment and other tangible personal property shall be valued at cost less depreciation (as per guidelines set forth in Georgia Department of Revenue Rule 560-11-10-.08). The Full Value of the Project is subject to confirmation by the Board of Assessors, which shall also multiply such Full Value by forty percent (40%) to determine the “Assessed Value” of the Project, and provide written notice of its valuation to the Issuer and the Company. The Company shall have forty-five (45) days after receipt of such notice to challenge each such valuation in accordance with the normal procedures of the Board of Assessors. In each year, not later than thirty (30) days before the date on which ad valorem taxes are due in the County, the Tax Commissioner shall calculate the “Normal Taxes” on the Project that would be payable to the State of Georgia, the County and each other applicable taxing authority by multiplying the Assessed Value by each taxing authority’s millage rate and shall xxxx the Company for the payments that are due as contemplated in this Agreement.
Sample 1

Related to Valuation and Calculation of Normal Taxes and Procedural Matters

  • Payment of Taxes and Claims; Tax Consolidation A. Company will, and will cause each of its Subsidiaries to, pay all taxes, assessments and other governmental charges imposed upon it or any of its properties or assets or in respect of any of its income, businesses or franchises before any penalty accrues thereon, and all claims (including claims for labor, services, materials and supplies) for sums that have become due and payable and that by law have or may become a Lien upon any of its properties or assets, prior to the time when any penalty or fine shall be incurred with respect thereto; provided that no such charge or claim need be paid if it is being contested in good faith by appropriate proceedings promptly instituted and diligently conducted, so long as (1) such reserve or other appropriate provision, if any, as shall be required in conformity with GAAP shall have been made therefor and (2) in the case of a charge or claim which has or may become a Lien against any of the Collateral, such contest proceedings conclusively operate to stay the sale of any portion of the Collateral to satisfy such charge or claim.

  • Allocations for Tax Purposes (a) Except as otherwise provided herein, for federal income tax purposes, each item of income, gain, loss and deduction shall be allocated among the Partners in the same manner as its correlative item of “book” income, gain, loss or deduction is allocated pursuant to Section 6.1.

  • Compliance with Laws; Payment of Taxes and Liabilities (a) Comply, and cause each other Loan Party to comply, in all material respects with all applicable laws, rules, regulations, decrees, orders, judgments, licenses and permits, except where failure to comply could not reasonably be expected to have a Material Adverse Effect; (b) without limiting clause (a) above, ensure, and cause each other Loan Party to ensure, that no person who owns a controlling interest in or otherwise controls a Loan Party is or shall be (i) listed on the Specially Designated Nationals and Blocked Person List maintained by the Office of Foreign Assets Control (“OFAC”), Department of the Treasury, and/or any other similar lists maintained by OFAC pursuant to any authorizing statute, Executive Order or regulation or (ii) a person designated under Section 1(b), (c) or (d) of Executive Order No. 13224 (September 23, 2001), any related enabling legislation or any other similar Executive Orders, (c) without limiting clause (a) above, comply, and cause each other Loan Party to comply, with all applicable Bank Secrecy Act (“BSA”) and anti-money laundering laws and regulations and (d) pay, and cause each other Loan Party to pay, prior to delinquency, all taxes and other governmental charges against it or any collateral, as well as claims of any kind which, if unpaid, could become a Lien on any of its property; provided that the foregoing shall not require any Loan Party to pay any such tax or charge so long as it shall contest the validity thereof in good faith by appropriate proceedings and shall set aside on its books adequate reserves with respect thereto in accordance with GAAP and, in the case of a claim which could become a Lien on any collateral, such contest proceedings shall stay the foreclosure of such Lien or the sale of any portion of the collateral to satisfy such claim.

  • Basis for calculation of periodic payments All interest and commitment fee and any other payments under any Finance Document which are of an annual or periodic nature shall accrue from day to day and shall be calculated on the basis of the actual number of days elapsed and a 360 day year.

  • Payments and Computations, Etc All amounts to be paid or deposited by Buyer hereunder shall be paid or deposited in accordance with the terms hereof on the day when due in immediately available funds to the account of Originator designated from time to time by Originator or as otherwise directed by Originator. In the event that any payment owed by any Person hereunder becomes due on a day that is not a Business Day, then such payment shall be made on the next succeeding Business Day. If any Person fails to pay any amount hereunder when due, such Person agrees to pay, on demand, the Default Fee in respect thereof until paid in full; provided, however, that such Default Fee shall not at any time exceed the maximum rate permitted by applicable law. All computations of interest payable hereunder shall be made on the basis of a year of 360 days for the actual number of days (including the first but excluding the last day) elapsed.

  • Special Rules Relating to the Preparation of Tax Returns All Tax Returns that include any members of the Newco Group or Vornado Group shall be prepared in a manner that is consistent with the Tax Opinion Representation Letter and the Tax Opinion. Except as otherwise set forth in this Agreement, all Tax Returns for which Vornado is responsible under Section 3.1(a) shall be prepared (x) in accordance with elections, Tax accounting methods and other practices used with respect to such Tax Returns filed prior to the Distribution Date (unless such past practices are not permissible under applicable law), or (y) to the extent any items are not covered by past practices (or in the event such past practices are not permissible under applicable Tax Law), in accordance with reasonable practices selected by Vornado, provided such practices would not adversely affect the qualification of Newco as a REIT for any Post-Distribution Period.

  • Duties of Custodian with Respect to the Books of Account and Calculation of Net Asset Value and Net Income The Custodian shall cooperate with and supply necessary information to the entity or entities appointed by the applicable Board to keep the books of account of each Portfolio and/or compute the net asset value per Share of the outstanding Shares or, if directed in writing to do so by a Fund on behalf of a Portfolio, shall itself keep such books of account and/or compute such net asset value per Share. If so directed, the Custodian shall also calculate daily the net income of the Portfolio as described in the Prospectus and shall advise the Fund and the Transfer Agent daily of the total amounts of such net income and, if instructed in writing by an officer of the Fund to do so, shall advise the Transfer Agent periodically of the division of such net income among its various components. Each Fund acknowledges and agrees that, with respect to investments maintained with the Underlying Transfer Agent, the Underlying Transfer Agent is the sole source of information on the number of shares of a fund held by it on behalf of a Portfolio and that the Custodian has the right to rely on holdings information furnished by the Underlying Transfer Agent to the Custodian in performing its duties under this Agreement, including without limitation, the duties set forth in this Section 10 and in Section 11 hereof; provided, however, that the Custodian shall be obligated to reconcile information as to purchases and sales of Underlying Shares contained in trade instructions and confirmations received by the Custodian and to report promptly any discrepancies to the Underlying Transfer Agent. The calculations of the net asset value per Share and the daily income of each Portfolio shall be made at the time or times described from time to time in the Prospectus. Each Fund acknowledges that, in keeping the books of account of the Portfolio and/or making the calculations described herein with respect to Portfolio property released and delivered pursuant to Section 2.2(14), or purchased pursuant to Section 2.6(7) hereof, the Custodian is authorized and instructed to rely upon information provided to it by the Fund, the Fund’s counterparty(ies), or the agents of either of them.

  • Tax Cooperation; Allocation of Taxes (i) Seller and Buyer agree to furnish or cause to be furnished to each other, upon request, as promptly as practicable, such information and assistance relating to the Purchased Assets and the Business as is reasonably necessary for the filing of all Tax returns, and making of any election related to Taxes, the preparation for any audit by any taxing authority, and the prosecution or defense of any claim, suit or proceeding relating to any Tax return. Seller and Buyer shall cooperate with each other in the conduct of any audit or other proceeding related to Taxes involving the Business and each shall execute and deliver such powers of attorney and other documents as are necessary to carry out the intent of this Section 5.03(e).

  • Yield Protection Taxes 48 3.1. Yield Protection 48 3.2. Changes in Capital Adequacy Regulations 49 3.3. Availability of Types of Advances; Adequacy of Interest Rate 49 3.4. Funding Indemnification 49 3.5. Taxes 50 3.6. Selection of Lending Installation; Mitigation Obligations; Lender Statements; Survival of Indemnity 53 3.7. Cutoff 54

  • Allocation of Overhead To the extent that Borrower, on the one hand, and the Servicer, the Parent, the Performance Guarantor, any Originator or any Affiliate thereof, on the other hand, have offices in the same location, there shall be a fair and appropriate allocation of overhead costs between them, and the Borrower shall bear its fair share of such expenses, which may be paid through the Servicing Fee or otherwise.

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