FIRPTA Matters Clause Samples

The FIRPTA Matters clause addresses compliance with the Foreign Investment in Real Property Tax Act (FIRPTA), which governs the taxation of foreign sellers of U.S. real estate. This clause typically requires the seller to certify their status as a U.S. person or, if they are a foreign person, to comply with withholding requirements, such as allowing the buyer to withhold a portion of the sale proceeds for tax purposes. Its core function is to ensure that the transaction adheres to federal tax laws, thereby protecting the buyer from potential IRS liability if the seller is a foreign person subject to FIRPTA withholding.
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FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by General Counsel Associates LLP) conforming to the requirements of Section 1.897-2(h)(1)(I) of the United States Treasury Regulation, and (b) the Company shall deliver to the Internal Revenue Service the notification required under Section 1.897-2(h)(2) of the United States Treasury Regulations.
FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.
FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) the Company shall deliver to the IRS the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.
FIRPTA Matters. The Company shall have delivered to Parent a statement described in Section 1.1445-2(c)(3)(i) of the United States Treasury Regulations certifying the interests in the Company are not U.S. real property interests.
FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 – 2(h)(1)(i) of the Treasury Regulations, and (b) the Company shall deliver to the IRS the notification required under Section 1.897 – 2(h)(2) of the Treasury Regulations.
FIRPTA Matters. 31 5.10 Release........................................................................... 31
FIRPTA Matters. At the Closing, Target shall deliver to Acquiror: (a) a statement conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations; and (b) the notification to the Internal Revenue Service required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.
FIRPTA Matters. At the Closing, (a) the Seller shall deliver to the Purchaser a statement (in such form as may be reasonably requested by counsel to the Purchaser) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) the Seller shall deliver to the IRS the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.
FIRPTA Matters. The WP Entities shall have delivered to Newco separate statements (in such form as may be reasonably requested by counsel to ▇▇▇▇▇▇▇) signed under penalty of perjury by each of the WP Partners, certifying as to such WP Partner's non-foreign status for purposes of United States income taxation and setting forth such WP Partner's tax identification number and home or office address.
FIRPTA Matters. 55 7.12 Employment Agreement..........................................................................55 TABLE OF CONTENTS (CONTINUED) 8.1 Accuracy of Representations and Warranties....................................................55 8.2 Performance...................................................................................56