Clear exit Sample Clauses

Clear exit. An ITSA contributing member is not liable to pay to the ATO its contribution amount if the member left the group clear of the group liability. A clear exit is achieved if: a. the liability for a tax period was covered by the ITSA; b. the member leaves before it is required to give the Commissioner a GST return for that tax period; and ▇. the exiting member pays to the representative member a clear exit payment before the day on which the representative member is required to give to the Commissioner a GST return for that period. A clear exit payment will be the reasonable estimate of the exited member’s contribution amount in relation to that tax period. Our ITSA has clear exit provisions to detail with this issue.
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Clear exit. (a) At least 10 Business Days prior to Completion, the Seller must prepare and provide to the Buyer draft calculations and accompanying supporting workpapers of the Clear Exit Amount for each Group Company which is a member of the Seller Consolidated Group for the Buyer’s review. (b) At least 5 Business Days prior to Completion, the Buyer may provide to the Seller any reasonable comments in respect of the draft calculations referred to in clause 8.1(a) for the Seller's consideration. (c) At least 2 Business Days prior to Completion, the Seller must: (i) serve on each Group Company which is a member of the Seller Consolidated Group a written notice of demand in accordance with clause 9.6 of the Tax Sharing and Funding Agreement demanding payment of its final Clear Exit Amount based on the draft calculations referred to in clause 8.1(a) but amended as required to take account of any reasonable comments provided to the Seller by the Buyer under clause 8.1(b); and (ii) provide copies of each such notice to the Buyer. (d) No later than 1 Business Day prior to Completion, if required, the Seller must procure that each Group Company which is a member of the Seller Consolidated Group pays to the Seller its Clear Exit Amount in accordance with clause 9.9 of the Tax Sharing and Funding Agreement and provides a receipt to the Buyer for each such payment. Share sale deed 42
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Related to Clear exit

  • Company’s Accounting System The Company maintains a system of accounting controls sufficient to provide reasonable assurances that (i) transactions are executed in accordance with management's general or specific authorization; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles and to maintain accountability for assets; (iii) access to assets is permitted only in accordance with management's general or specific authorization; and (iv) the recorded accountability for assets is compared with existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

  • INVESTMENT POWERS Pursuant to Section 10.03[F] of the Plan, the aggregate investments in qualifying Employer securities and in qualifying Employer real property: (Choose (a) or (b)) [ ] (a) May not exceed 10% of Plan assets. [X] (b) May not exceed 100% of Plan assets. [Note: The percentage may not exceed 100%.]

  • o Check if Transfer is Pursuant to Other Exemption (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the:

  • International Shopping Goods estimated to cost less than $100,000 equivalent per contract may be procured under contracts awarded on the basis of international shopping procedures in accordance with the provisions of paragraphs 3.5 and 3.6 of the Guidelines.

  • Disposal of Subsidiary Interests Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 8.9 and except for Liens securing the Obligations, no Credit Party shall, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to qualify directors if required by Applicable Laws; or (b) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Laws.