Illinois Tax Sharing and Disaffiliation Agreement (USDA) is a legal contract designed to outline the specific terms and conditions regarding tax sharing and disaffiliation between parties in the state of Illinois. This agreement primarily focuses on regulating the allocation and distribution of tax liabilities and responsibilities between affiliated entities, such as parent and subsidiary companies, within Illinois. The USDA generally establishes a framework to calculate, allocate, and distribute various taxes, including income tax, sales tax, use tax, property tax, and other state and local taxes. It ensures that affiliated entities comply with Illinois tax laws while providing a mechanism for sharing the tax burden in an equitable manner. The agreement may address various scenarios, such as the disaffiliation of an entity from a larger corporate group, transfer of assets or ownership, or changes in the business structure. It outlines the procedures and methodologies for determining the allocation of tax liabilities and assets, taking into account factors like revenue, expenses, assets, employees, and the nature of the business activities in Illinois. Different types of Illinois Tax Sharing and Disaffiliation Agreements may exist based on the specific circumstances and requirements of the parties involved. These agreements can include, but are not limited to: 1. Corporate Group Disaffiliation Agreement: This type of agreement is most common when a company decides to separate or sell a subsidiary or division. It outlines how the tax liabilities and potential refunds will be apportioned between the parent company and the disaffiliated entity. 2. Merger or Acquisition Agreement: In scenarios involving mergers or acquisitions, this agreement defines the tax sharing arrangements between the acquiring company and the target company, ensuring a fair distribution of tax obligations. 3. Transfer of Ownership Agreement: This agreement specifically addresses the transfer of ownership or assets between affiliated entities, outlining the responsibilities and liabilities related to taxes during such transactions. 4. Intercompany Service Agreement: This type of agreement focuses on the provision of services between affiliated entities and how the associated costs and tax obligations will be shared. It is important to consult with legal professionals and tax experts while drafting and entering into an Illinois Tax Sharing and Disaffiliation Agreement to ensure compliance with relevant laws and regulations. This agreement serves as a critical tool for maintaining transparency, fairness, and compliance with tax obligations during various corporate transactions within Illinois.