Examples of Plains Group in a sentence
Except as otherwise provided in Paragraph 5, any amounts that Spinco shall be obligated to pay Plains pursuant to Paragraph 5 with respect to Tax periods of the Plains Group ending after the Spin-Off Date shall be paid within 30 days after filing of the Returns for such Tax periods.
In addition, Plains and Spinco acknowledge and agree that the tax sharing agreement in effect for the Plains Group as of December 31, 2001, shall be negated and canceled as of the Spin-Off Date.
Notwithstanding any other provision of this Agreement to the contrary, Plains shall not be obligated to pay Spinco for any Items of Loss or Tax Benefit of the Spinco Group used by the Plains Group to reduce its Federal income Tax liability or Federal taxable income for any Tax period ending on or before the Spin-Off Date.
Spinco, at its expense and upon providing reasonable assurances to Plains of Spinco's ability to pay any Taxes resulting from any such proposed adjustment, may contest such proposed adjustment; but in no event shall Spinco be permitted to accept or offer any settlement or compromise that would require the settlement or compromise of issues relating to the Tax liabilities of members of the Plains Group other than the Spinco Group.
To the extent that assets are assigned, sold, transferred or conveyed by a member of the Plains Group to Spinco or another member of the Spinco Group in contemplation of the Separation (as defined in the Distribution Agreement) or the Spin-Off and any such transaction is treated as a sale for Tax purposes, the aggregate purchase price shall be allocated among the assets assigned, sold, transferred or conveyed as determined by Plains in its sole discretion.
In the event Spinco generates net operating losses or other Items of Loss or Tax Benefit after the Spin-Off Date that may otherwise be carried back to the taxable income or Tax liability of the Plains Group prior to the Spin-Off Date, Spinco agrees to relinquish the entire carry back period with respect to each such net operating loss or other Items of Loss or Tax Benefit under Section 172(b)(3) or other appropriate sections and to carry forward any such losses and other items.
In the event an amount otherwise payable by Spinco to Plains is deferred pursuant to clause (ii) of the immediately preceding sentence, such amount shall be paid by Spinco to Plains within 30 days after the filing of the Tax Return for the Tax period in which such Items of Loss or Tax Benefit of the Plains Group previously used by the Spinco Group would have been used by the Plains Group.
During the Employment Period, the Company shall use its reasonable best efforts to cause Executive to be elected or appointed to the Board and to the board of directors of any Subsidiary in the North East Group and Central Plains Group.
Plains, other members of the Plains Group, Spinco and other members of the Spinco Group, as the case may be, have entered or, when requested, will enter into the Ancillary Agreements.
For purposes of these computations, the allocation of Tax attributes to the Plains Group and absorption thereof by the Spinco Group for each Tax period shall be determined in accordance with the Treasury Regulations under (S)1502 of the Code, applied in a manner consistent with practices and methods followed in reporting the Federal income Tax liability of the Plains Group for such Tax periods.