Tax Items definition
Examples of Tax Items in a sentence
Without limitation of the foregoing, the Parties shall cooperate in good faith with regard to Covered Tax Items and will use commercially reasonable efforts to mitigate the liability of such items.
With respect to payments made by Parent attributable to the Covered Tax Items, SpinCo and Parent shall cooperate to reduce or eliminate any Tax Liability incurred as a result of SpinCo’s receipt of such payments.
Notwithstanding Section 6.3.A hereof, Tax Items with respect to Property that is contributed to the Partnership with a Gross Asset Value that varies from its basis in the hands of the contributing Partner immediately preceding the date of contribution shall be allocated among the Holders for income tax purposes pursuant to Regulations promulgated under Section 704(c) of the Code so as to take into account such variation.
With respect to any SpinCo Separate Return for which SpinCo is responsible pursuant to this Agreement, SpinCo and the other members of the SpinCo Group shall include such Tax Items in such SpinCo Separate Return in a manner that is consistent with the inclusion of such Tax Items in any related Tax Return for which Parent is responsible to the extent such Tax Items are allocated in accordance with this Agreement.
If the Gross Asset Value of any partnership asset is adjusted pursuant to subsection (b) of the definition of “Gross Asset Value,” subsequent allocations of Tax Items with respect to such asset shall take account of the variation, if any, between the adjusted basis of such asset and its Gross Asset Value in the same manner as under Section 704(c) of the Code and the applicable Regulations and using the method chosen by the General Partner.