Section 1060 Allocation definition
Examples of Section 1060 Allocation in a sentence
Any Tax Returns shall be prepared and filed consistently with such agreed upon Section 1060 Allocation.
Seller, using the Allocated Values determined under Section 3.2 to the extent applicable, shall prepare an allocation of the Adjusted Purchase Price on a schedule (the “Proposed Section 1060 Allocation Schedule”) for purposes of, and in accordance with, Section 1060 of the Code and the regulations promulgated thereunder within 30 days following the final determination of the Adjusted Purchase Price under Section 8.4(b).
Seller and Purchaser agree that the allocation of the Adjusted Purchase Price as set forth on the Final Section 1060 Allocation Schedule shall be used by Seller and Purchaser as the basis for reporting asset values and other items for purposes of all federal, state and local Tax Returns, including without limitation Internal Revenue Service Form 8594.
The parties agree to amend the Section 1060 Allocation as necessary to reflect any adjustments in consideration agreed upon, or payments made, after the Closing Date.
To the extent required, Seller and Purchaser will each properly prepare and timely file IRS Form 8594 in accordance with the agreed upon Section 1060 Allocation.
The Purchase Price attributable to the Purchased Assets shall be allocated among the Purchased Assets in accordance with and as provided by Section 1060 of the Code, as initially set forth in a separate letter agreement of even date herewith executed by Seller and Purchaser (the "Section 1060 Allocation") and as further supplemented by written agreement between Seller and Purchaser prior to Closing.
Seller and Buyer agree that the allocation of the Purchase Price as set forth on the Final Section 1060 Allocation Schedule shall be used by Seller and Buyer as the basis for reporting asset values and other items for purposes of all federal, state and local Tax Returns, including without limitation Internal Revenue Service Form 8594.
Except as required pursuant to applicable Law or a determination (as defined in Section 1313 of the Code or any similar provision of Law), the Parties and their Affiliates (as defined below) shall report the Transactions for all Tax purposes consistently with the Section 1060 Allocation.
Buyer shall complete Form 8883 taking into account the Section 1060 Allocation.
Purchaser and Seller shall reasonably cooperate with each other in the conduct of any audit, litigation or other proceeding relating to Taxes involving the Assets or the Final Section 1060 Allocation Schedule.