Tax Credit Agreement Form

TAX CREDIT AGREEMENT FORM

This Tax Credit Agreement (the Agreement) is entered into by and between:

Taxpayer Name:

Business Name (if applicable):

Credit Issuer Name:

Effective Date:

ENTITY TYPE

Select entity type (check the applicable box):

Individual/Sole Proprietor

C Corporation

S Corporation

Partnership

Trust/Estate

Limited Liability Company (LLC)

Other (describe below)

TAXPAYER IDENTIFICATION (TIN)

Provide Taxpayer Identification Number. Enter either Social Security Number (SSN) or Employer Identification Number (EIN). Do not enter both.

TAX CREDIT DETAILS

RECITALS AND AGREEMENT

WHEREAS, the Issuer has authority to issue or allocate the tax credit described above to eligible taxpayers; and

WHEREAS, the Taxpayer seeks to receive the tax credit subject to the terms and conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. Issuance and Use of Credit. The Issuer will allocate the specified tax credit amount to the Taxpayer for the Tax Year identified above. The Taxpayer shall apply the credit only as permitted by applicable tax law and shall not claim a greater credit than allocated herein.

2. Assignment and Transfer. Unless otherwise expressly permitted by this Agreement, any transfer, sale, or assignment of the credit requires written consent of the Issuer. Any attempted assignment without required consent is void and may subject the Taxpayer to recapture.

3. Recapture and Adjustments. If the credit is disallowed, recaptured, or adjusted by competent tax authority, the Taxpayer shall be liable for repayment of the disallowed amount plus any penalties or interest assessed. The Issuer may offset future allocations against amounts due.

4. Records and Audit. The Taxpayer shall retain books, records and documentation supporting eligibility and use of the credit for a minimum of six years after the credit is claimed. The Issuer or duly authorized representatives shall have the right to audit such records upon reasonable notice.

5. Representations and Warranties. The Taxpayer represents and warrants that the information provided on this form is true, accurate and complete; that the Taxpayer is eligible to receive the credit described; and that no portion of the credit has been previously claimed or assigned except as disclosed in writing to the Issuer.

6. Indemnification. The Taxpayer agrees to indemnify and hold harmless the Issuer from any liability, loss, cost or expense (including reasonable attorneys' fees) arising from false statements, misrepresentations, or misuse of the tax credit by the Taxpayer.

7. Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction governing the Issuer's authority, without regard to conflict of law principles. Venue for disputes shall be in the appropriate court located within that jurisdiction.

8. Amendment and Severability. This Agreement may be amended only by a written instrument signed by the parties. If any provision is held invalid, the remaining provisions shall remain in full force and effect.

CERTIFICATION AND PERJURY STATEMENT

By signing below, the Taxpayer certifies, under penalty of perjury, the following numbered statements:

1. The taxpayer identification number provided on this form is correct and belongs to the Taxpayer identified above.

2. The Taxpayer is entitled to claim the tax credit described in this Agreement and has not previously claimed or assigned the specified credit amount to any other party, except as disclosed in writing to the Issuer.

3. The information provided in this Agreement, including supporting documentation submitted to the Issuer, is true, accurate, and complete to the best of the Taxpayer's knowledge.

4. The Taxpayer understands that intentional misrepresentation or failure to comply with applicable tax requirements may result in civil or criminal penalties, including recapture of the credit, fines, and interest.

5. The Taxpayer authorizes the Issuer to verify information provided herein and to disclose information to tax authorities as required to effectuate the issuance, verification, or recapture of the tax credit.

ACKNOWLEDGMENT

The undersigned certifies that they are authorized to execute this Agreement on behalf of the Taxpayer named herein and that the statements contained in this Agreement are true and correct.

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