Common use of Entity-Level Taxation Clause in Contracts

Entity-Level Taxation. If legislation is enacted or the interpretation of existing legislation is modified which causes the Partnership, the Intermediate Partnership, Northern Border Pipeline or any other Group Member not previously treated as a corporation for federal, state or local income tax purposes to be treated as an association taxable as a corporation or otherwise subjects the Partnership, the Intermediate Partnership or Northern Border Pipeline to entity level taxation for federal, state or local income tax purposes, the Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution or Third Target Distribution, as the case may be, shall be equal to the product obtained by multiplying (a) the amount thereof by (b) 1 minus the sum of (i) the highest marginal federal corporate (or other entity, as applicable) income tax rate of the Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) for the fiscal year of the Partnership in which such quarter occurs (expressed as a percentage) plus (ii) the effective overall state and local income tax rate (expressed as a percentage) applicable to the Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) for the calendar year next preceding the calendar year in which such quarter occurs (after taking into account the benefit of any deduction allowable for federal income tax purposes with respect to the payment of state and local income taxes), but only to the extent of the increase in such rates resulting from such legislation or interpretation. Such effective overall state and local income tax rate shall be determined for the calendar year next preceding the first calendar year during which the Partnership, any other Group Member or Northern Border Pipeline is taxable for federal income tax purposes as an association taxable as a corporation or is otherwise subject to entity level taxation by determining such rate as if the Partnership, any other Group Member or Northern Border Pipeline had been subject to such state and local taxes during such preceding calendar year.

Entity-Level Taxation. If legislation is enacted or the interpretation of existing legislation language is modified by the relevant governmental authority which causes the Partnership, the Intermediate Partnership, Northern Border Pipeline Partnership or any other Group Member not previously treated as a corporation for federal, state or local income tax purposes the Operating Subsidiary to be treated as an association taxable as a corporation or otherwise subjects the Partnership, the Intermediate Partnership or Northern Border Pipeline the Operating Subsidiary to entity entity-level taxation for federal, state or local income tax purposes, the then applicable Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution or and Third Target Distribution, as the case may be, shall be adjusted to equal to the product obtained by multiplying (a) the amount thereof by (b) 1 one minus the sum of (i) the highest marginal federal corporate (or other entity, as applicable) income tax rate of the Partnership, the Intermediate Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) the Operating Subsidiary for the fiscal taxable year of the Partnership, the Intermediate Partnership or the Operating Subsidiary in which such quarter Quarter occurs (expressed as a percentage) plus (ii) the effective overall state and local income tax rate (expressed as a percentage) applicable to the Partnership, the Intermediate Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) the Operating Subsidiary for the calendar year next preceding the calendar year in which such quarter Quarter occurs (after taking into account the benefit of any deduction allowable for federal income tax purposes with respect to the payment of state and local income taxes), but only to the extent of the increase in such rates resulting from such legislation or interpretation. Such effective overall state and local income tax rate shall be determined for the calendar taxable year next preceding the first calendar taxable year during which the Partnership, any other Group Member the Intermediate Partnership or Northern Border Pipeline the Operating Subsidiary is taxable for federal income tax purposes as an association taxable as a corporation or is otherwise subject to entity entity-level taxation by determining such rate as if the Partnership, any other Group Member the Intermediate Partnership or Northern Border Pipeline the Operating Subsidiary had been subject to such state and local taxes during such preceding calendar taxable year.

Entity-Level Taxation. If legislation is enacted or the interpretation of existing legislation is modified by the relevant governmental authority which causes the Partnership, the any Intermediate Partnership, Partnership or Northern Border Pipeline or any other Group Member not previously treated as a corporation for federal, state or local income tax purposes PipeLine to be treated as an association taxable as a corporation or otherwise subjects the Partnership, the any Intermediate Partnership or Northern Border Pipeline PipeLine to entity entity-level taxation for federal, state or local federal income tax purposes, the then applicable Minimum Quarterly Distribution, First Target Distribution, Distribution and Second Target Distribution or Third Target Distribution, as the case may be, shall be adjusted to equal to the product obtained by multiplying (a) the amount thereof by (b) 1 one minus the sum of (i) the highest marginal federal corporate (or other entity, as applicable) income tax rate of that could apply to the Partnership, any Intermediate Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) PipeLine for the fiscal taxable year of the Partnership, any Intermediate Partnership or Northern Border PipeLine in which such quarter Quarter occurs (expressed as a percentagedecimal) plus (ii) the effective overall state and local income tax rate (expressed as a percentagedecimal) that would have been applicable to the Partnership, any Intermediate Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) PipeLine for the calendar year next preceding the calendar year in which such quarter Quarter occurs (after taking into account the benefit of any deduction allowable for federal income tax purposes with respect to the payment of state and local income taxes), but only to the extent of the increase in such rates resulting from such legislation or interpretation. Such effective overall state and local income tax rate shall be determined for the calendar taxable year next preceding the first calendar taxable year during which the Partnership, any other Group Member Intermediate Partnership or Northern Border Pipeline PipeLine is taxable for federal income tax purposes as an association taxable as a corporation or is otherwise subject to entity entity-level taxation by determining such rate as if the Partnership, any other Group Member Intermediate Partnership or Northern Border Pipeline PipeLine had been subject to such state and local taxes during such preceding calendar taxable year.

Entity-Level Taxation. If legislation is enacted or the interpretation of existing legislation is modified by the relevant governmental authority which causes the Partnership, the Intermediate Partnership, Partnership or Northern Border Pipeline or any other Group Member not previously treated as a corporation for federal, state or local income tax purposes to be treated as an association taxable as a corporation or otherwise subjects the Partnership, the Intermediate Partnership or Northern Border Pipeline to entity entity-level taxation for federal, state or local federal income tax purposes, the then applicable Minimum Quarterly Distribution, First Target Distribution, Distribution and Second Target Distribution or Third Target Distribution, as the case may be, shall be adjusted to equal to the product obtained by multiplying (a) the amount thereof by (b) 1 one minus the sum of (i) the highest marginal federal corporate (or other entity, as applicable) income tax rate of that could apply to the Partnership, the Intermediate Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) Pipeline for the fiscal taxable year of the Partnership, the Intermediate Partnership or Northern Border Pipeline in which such quarter Quarter occurs (expressed as a percentagedecimal) plus (ii) the effective overall state and local income tax rate (expressed as a percentagedecimal) that would have been applicable to the Partnership, the Intermediate Partnership (directly or through its interest in any Group Member or Northern Border Pipeline) Pipeline for the calendar year next preceding the calendar year in which such quarter Quarter occurs (after taking into account the benefit of any deduction allowable for federal income tax purposes with respect to the payment of state and local income taxes), but only to the extent of the increase in such rates resulting from such legislation or interpretation. Such effective overall state and local income tax rate shall be determined for the calendar taxable year next preceding the first calendar taxable year during which the Partnership, any other Group Member the Intermediate Partnership or Northern Border Pipeline is taxable for federal income tax purposes as an association taxable as a corporation or is otherwise subject to entity entity-level taxation by determining such rate as if the Partnership, any other Group Member the Intermediate Partnership or Northern Border Pipeline had been subject to such state and local taxes during such preceding calendar taxable year.