338 Allocation Statement definition

338 Allocation Statement has the meaning set forth in Section 7.5(b).
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Examples of 338 Allocation Statement in a sentence

  • CPI shall have the right to review the 338 Allocation Statement for compliance with the Treasury regulations promulgated under Section 338 and Section 755 of the Code.

  • Upon resolution of the disputed items, the allocation reflected on the 338 Allocation Statement (as such may have been adjusted) shall be the "Price Allocation" and shall be binding on the parties except as set forth herein.

  • Purchaser shall use commercially reasonable efforts to deliver to CPI within 90 days after the Closing Date, but in any event Purchaser shall deliver to CPI within 120 days after the Closing Date, a statement (the "338 Allocation Statement") allocating the ADSP (as such term is defined in Treasury regulations Section 1.338-4) of the assets of CE PUNA I and CE PUNA II in accordance with the Treasury regulations promulgated under Section 338 of the Code.

  • Purchaser shall deliver a revised 338 Allocation Statement to account for any adjustment to the Purchase Price pursuant to Article 3 that was not previously taken into account in the preparation of the 338 Allocation Statement within 10 days after the payment of such Purchase Price adjustment.

  • If CPI notifies Purchaser in writing within 30 days after receipt of the 338 Allocation Statement or a revised 338 Allocation Statement that the allocation of one or more items reflected in the 338 Allocation Statement or a revised 338 Allocation Statement does not comply with the Treasury regulations promulgated under Section 338 and Section 755 of the Code, Purchaser and CPI will negotiate in good faith to resolve such dispute.

  • Regardless of whether a 338 Allocation Statement is filed, JetPay shall allocate no more than thirty thousand dollars ($30,000) to the covenants contained in Section 7.6 herein in any Tax filing with a Governmental Authority.

  • The Final Section 338 Allocation Statement shall be amended to reflect any adjustment to the Purchase Price hereunder.

  • Distributing shall have the right to review and comment on such draft within the sixty (60) day period after receipt from SpinCo. SpinCo and Distributing shall negotiate in good faith to resolve any disputes relating to the Section 338 Allocation Statement.

  • The Proposed Section 338 Allocation Statement as amended to reflect agreed or resolved changes, shall become the “Final Section 338 Allocation Statement”.

  • SpinCo shall deliver an initial draft of such Section 338 Allocation Statement, together with work papers demonstrating the basis for its proposed determination, to Distributing no later than one hundred twenty (120) days after the Distribution Date for Distributing’s review and comment.