FIRPTA Affidavits definition

FIRPTA Affidavits means affidavits pursuant to Section 1445 of the Code certifying to the non-foreign entity status of Sellers.
FIRPTA Affidavits shall have the meaning given such term in Section 3.3(o).
FIRPTA Affidavits is defined in Section 2.5(a)(iv).

Examples of FIRPTA Affidavits in a sentence

  • An affidavit dated as of the Closing Date, addressed to Purchaser, duly executed by Seller under penalty of perjury, to the effect that Seller is not a "foreign person", as that term is defined in Section 1445(f)(3) of the Internal Revenue Code of 1986, as amended (the "FIRPTA Affidavits").

  • The FIRPTA Affidavits shall be in the form of, and upon the terms and conditions contained in, Exhibit L-1 hereto.

  • In the event the FIRPTA Affidavits referenced in clause (i) of this paragraph are not delivered by the Company to Buyer, subject to Section 4.2(d) of this Agreement, the Company shall thereafter cooperate with Buyer to enable Buyer to withhold any Taxes from the Per Share Acquisition Consideration that Buyer reasonably determines is subject to U.S. federal income Tax withholding as a result of the Company’s failure to deliver the FIRPTA Affidavits referenced in clause (i) of this paragraph.

  • If Sellers shall fail or be unable to deliver the both FIRPTA Affidavits, then Buyer shall have the right to withhold such portion of the Purchase Price as may be necessary, in the reasonable opinion of Buyer and its counsel, to comply with Section 1445 and applicable law.

  • ABE shall have received the FIRPTA Affidavits, duly executed on behalf of HGF by the manager or general partner of HGF.

  • To the extent necessary or advisable, Seller or the relevant Selling Company shall deliver to Purchaser other FIRPTA Affidavits permitted by the applicable Treasury Regulations.

  • In the event the Company reasonably determines that it is unable to deliver the FIRPTA Affidavits referenced in clause (i) of this paragraph to Buyer, it shall provide written notice no later than ten (10) days prior to the Closing Date indicating that it will be unable to deliver such FIRPTA Affidavits.


More Definitions of FIRPTA Affidavits

FIRPTA Affidavits means affidavits that Seller is not a "foreign person" within the meaning of Section 1445 of the Code.
FIRPTA Affidavits means affidavits pursuant to Section 1445 of the Code certifying to the non-foreign entity status of Sovereign.

Related to FIRPTA Affidavits

  • FIRPTA Affidavit means the Foreign Investment in Real Property Tax Act Certification and Affidavit, substantially in the form of Exhibit D hereto.

  • FIRPTA means the Foreign Investment in Real Property Tax Act of 1980, as amended.

  • FIRPTA Certificate an affidavit from the Annual Conference pursuant to Section 1445(b)(2) of the Code in the form attached hereto as Exhibit D, and on which Buyer is entitled to rely, that Seller is not a “foreign person” within the meaning of Section 1445(f)(3) of the Code

  • Estoppel Certificate As defined in Section 23.1(a).

  • Transfer Affidavit As defined in Section 5.02(c).

  • Foreign Personnel means such professionals and support staff, who at the time of being so provided had their domicile outside the Employer’s country.

  • Foreign person means any person (including any individual, partnership, corporation, or other form of association) other than a United States person.

  • Affidavit of Small Business Enterprise Certification means the fully completed, signed, and notarized affidavit that must be submitted with an application for SBE certification. Representations and certifications made by the applicant in this Affidavit are made under penalty of perjury and will be used and relied upon by City to verify SBE eligibility and compliance with SBE certification and documentation requirements.

  • Section 338 Forms means all returns, documents, statements, and other forms that are required to be submitted to any federal, state, local or foreign Taxing authority in connection with a Section 338(h)(10) Election, including, without limitation, any "statement of Section 338 Election" and IRS Form 8023 (together with any schedules or attachments thereto) that are required pursuant to Treasury regulations.

  • Authorization Letter means a letter agreement executed by Borrower in the form of EXHIBIT A.

  • Lost Note Affidavit With respect to any Mortgage Loan as to which the original Mortgage Note has been permanently lost or destroyed and has not been replaced, an affidavit from the Seller certifying that the original Mortgage Note has been lost, misplaced or destroyed (together with a copy of the related Mortgage Note and indemnifying the Trust against any loss, cost or liability resulting from the failure to deliver the original Mortgage Note) in the form of Exhibit H hereto.

  • Tax Certification Forms means any forms or other documentation as may be issued or required by a Tax Authority or by us from time to time to confirm your tax status [or the tax status of a Connected Person].

  • Assignment of Proprietary Lease With respect to a Cooperative Loan, the assignment of the related Cooperative Lease from the Mortgagor to the originator of the Cooperative Loan.

  • Transferee Affidavit As defined in Section 5.03(n).

  • Estoppel Letter A document executed by the Cooperative Corporation certifying, with respect to a Cooperative Unit, (i) the appurtenant Proprietary Lease will be in full force and effect as of the date of issuance thereof, (ii) the related stock certificate was registered in the Mortgagor's name and the Cooperative Corporation has not been notified of any lien upon, pledge of, levy of execution on or disposition of such stock certificate, and (iii) the Mortgagor is not in default under the appurtenant Proprietary Lease and all charges due the Cooperative Corporation have been paid.

  • Tax roll means a permanent record of the taxes charged on property, as extended

  • Tax Representation Letters shall have the meaning set forth in Section 5.11(c).

  • United States Tax Compliance Certificate has the meaning specified in Section 3.01.

  • Form W-8ECI means Form W-8ECI (Certificate of Foreign Person’s Claim for Exemption from Withholding of Tax on Income Effectively Connected with the Conduct of a Trade or Business in the United States) of the Department of the Treasury of the United States of America, and any successor form.

  • Tax Regulations means the United States Treasury Regulations promulgated pursuant to sections 103 and 141 through 150 of the Code, or section 103 of the 1954 Code, as applicable.

  • Foreign partnership means an association of two or more persons to carry on as co-owners of a

  • Transfer Affidavit and Agreement As defined in Section 5.02(d).

  • U.S. Tax Certificate has the meaning assigned to such term in Section 2.17(f)(ii)(D)(2).

  • Form 10-K Certification As defined in Section 4.03(e).

  • Foreign Purchaser has the meaning assigned thereto in Section 8(d).

  • Transferee Affidavit and Agreement As defined in Section 6.02(g)(i)(B).