Market Sourcing or Bust: The Kitchen Sink Approach of COP-Sourcing States
The binary nature of the determination makes COP sourcing controversial

The division of multistate business income among the states is accomplished through formulary apportionment. State formulary apportionment provisions increasingly rely on the receipts factor to divide income, sharpening the focus on the sourcing of receipts. Although many states have transitioned to a market-sourcing (also known as destination sourcing) approach, historically most states have sourced receipts from services based on the cost of performance (COP) (also known as origination sourcing) method.¹

The all-or-nothing nature of the determination makes COP sourcing controversial—all receipts from services are sourced to the state bearing most of the cost to perform the income-producing activity. State tax authorities have challenged COP sourcing with every tool at their disposal, including attempting to change COP from an origination-sourcing to a destination-sourcing method. While this trend is not new, a recent crop of cases illustrates the aggressive tactics that state tax authorities continually employ to shift more income to their respective states. These tactics include a contorted interpretation of the law and the improper use of alternative apportionment and discretionary authority to adjust related-party transactions. Taxpayers must proactively defend their state and local tax filings from such arbitrary state action.

Contorted Interpretation of State Tax Law

States have attempted to narrowly construe their COP sourcing statutes by including only the costs incurred closest to in-state customers so as to produce destination-sourcing results rather than origination-sourcing ones. Taxpayers have challenged the contorted statutory interpretations to defend the sourcing of receipts to the jurisdiction where the costs of performing the income-producing activity were borne. The AT&T litigation in Massachusetts and Oregon illustrates opposing ends of the spectrum in two states’ interpretations of the same statutory language. The current DirecTV controversy playing out in South Carolina shows that a state’s distorted interpretation of the law has ultimately come so unmoored from its foundation as to be unrecognizable. Finally, we see Texas bring us hope that the proper interpretation of the law will ultimately prevail.

AT&T Litigation: Two Ends of the Spectrum

In 2012, the Massachusetts Appeals Court in Commissioner of Revenue v. AT&T Corp. analyzed whether AT&T’s receipts from long-distance voice and data services should be sourced to Massachusetts.² Massachusetts applies a standard COP-sourcing statute that requires a taxpayer’s receipts to be sourced to Massachusetts if the “costs of performance” of the taxpayer’s “income-producing activity” are greater in Massachusetts than in any other single state.³ AT&T argued that its income-producing activity was “providing a national, integrated telecommunications network” operated from its New Jersey headquarters via “interconnected equipment” located throughout the United States.⁴ The taxpayer concluded that its receipts should be sourced to the location of its costs of performance, that is, its centralized operation headquarters in New Jersey. However, the Massachusetts Commissioner of Revenue argued that AT&T’s income-producing activity was “each individual telephone call and data transmission” made by AT&T’s Massachusetts customers, and therefore its receipts should be sourced to Massachusetts.⁵ Under the state’s theory, AT&T’s costs of performance were limited to the equipment that enabled each call, that is, the transmission hardware running to each telephone receiver in the state.

The state’s Appellate Tax Board (ATB) found in favor of the taxpayer’s interpretation of the law and its income-producing activity definition. The ATB emphasized that AT&T could provide long-distance calling services to customers only by leveraging its long-distance network, which operated by virtue of the work accomplished in New Jersey. Importantly, the ATB admonished the commissioner’s attempt to cherry-pick methods when a taxpayer is headquartered outside the state.⁶ The ATB highlighted prior cases in which the commissioner had advocated for approaches similar to that put forth by AT&T when a taxpayer’s income-producing activities occurred at its headquarters.⁷ As a result, the ATB accepted that AT&T’s costs of performance were greater in New Jersey than in Massachusetts and upheld the taxpayer’s sourcing treatment of receipts from long-distance calls to outside Massachusetts. The Massachusetts Appeals Court affirmed the ATB’s decision.

AT&T was challenged again on its sourcing treatment in Oregon in 2015, three years after the Massachusetts decision. Faced with the same facts, the Oregon Supreme Court reached the opposite result in AT&T Corp. v. Department of Revenue. In Oregon, as in Massachusetts, AT&T argued that its income-producing activities should be measured under a “system-based” or “network-based” approach.⁸ The Oregon Department of Revenue argued that AT&T’s income-producing activity is the “connection of each Oregon long distance call,” for which the relevant costs of performance are the costs associated with each individual call or billing.⁹ In upholding the state’s interpretation of AT&T’s income-producing activity, the Oregon court relied on the department’s regulation, which measures “income-producing activity” by way of “each separate item of income” and considers only “direct costs” in its COP sourcing calculus.¹⁰ Because the regulation does not define the term “item of income,” the court adopted the department’s narrow view, which focused on the “transactions and activities” related to “each individual sale.”¹¹ This approach—commonly referred to as the “last-mile” approach—focused on AT&T’s in-state network costs (that is, the network assets connecting to the customer’s home). This approach disregarded as indirect costs AT&T’s network costs from its headquarters operations in New Jersey. By adopting a last-mile approach, Oregon’s narrow interpretation of the COP statute produced a market-based result, which was diametrically opposed to both the origination sourcing treatment statutorily prescribed by the plain meaning of the Oregon statute and the Massachusetts Appeals Court’s proper application of origination sourcing.

South Carolina Extends the Contorted Statutory Interpretation

The South Carolina Court of Appeals reached a similarly troubling result in DirecTV, Inc. v. South Carolina Department of Revenue.¹² The primary issue in this 2017 case was the determination of DirecTV’s income-producing activities for purposes of computing its South Carolina gross receipts from satellite television subscription services. Under the COP method, DirecTV asserted that its subscription receipts should be largely sourced to its headquarters in California. DirecTV argued that its income-producing activities were derived from four “primary value drivers,” namely, content development, marketing, broadcast operations, and customer service.¹³ Citing the “place of activity” test applied by the court in Lockwood Greene Eng’rs Inc. v. South Carolina Tax Comm’n, DirecTV argued that its customers were paying for the time and expertise of its California engineers and employees that produced content and engaged in marketing, broadcasting, and customer service.

The South Carolina Department of Revenue asserted that DirecTV’s income-producing activity was the delivery of television signals into South Carolina homes and businesses and onto customers’ televisions by way of the set-top equipment that received and processed satellite signals for TV programming. Similar to the states’ approach in the AT&T cases in Massachusetts and Oregon, the department advocated for a sourcing methodology based on the last-mile approach, which in reality operates similarly to destination sourcing, in that it looks to the location of the customer and the manner of the most proximate delivery of the service.

On appeal, the South Carolina Court of Appeals upheld the Administrative Law Court’s decision. The court accepted the department’s last-mile approach and distinguished its “place of activity test” articulated in Lockwood Greene from DirecTV’s facts on the grounds that DirecTV’s customers are paying for the “end result,” that is, the delivery of a television signal to each set-top receiver, and not for company employees’ expertise.¹⁴ The court distinguished between the “preparatory” activities that DirecTV performed in anticipation of gaining subscribers and future profits, such as developing television programming and marketing, and the activity that “actually generates” DirecTV’s income, namely, the delivery of a television signal to customers.¹⁵ The court concluded that anything short of this “end result” activity was “too attenuated” to constitute an income-producing activity.¹⁶ The court further emphasized that DirecTV’s application of the place-of-activity test was not a “reasonable approximation” of DirecTV’s South Carolina business activity, which would be better, and more directly, measured by DirecTV’s subscription revenue from its in-state customers that received the television signal in South Carolina.¹⁷

Emboldened by the DirecTV decision, the South Carolina Department of Revenue has expanded its use of the last-mile theory. Specifically, the department has advanced the theory that even services provided remotely to South Carolina customers must be sourced to the state under the DirecTV holding.¹⁸ Taxpayers are contesting this continuation of the last-mile theory before the South Carolina Administrative Law Court.¹⁹ In a case currently pending before the court, a certain taxpayer has challenged a determination by the South Carolina Department of Revenue that concluded that a remote payments system must source its gross receipts from processing transactions with merchants located in South Carolina to the state. The department’s position is that the taxpayer’s income-producing activity is the provision of a payments network that enables in-state cardholders and merchants to complete transactions at merchant locations within the state.²⁰ The department, drawing comparisons to DirecTV, asserted that the taxpayer’s out-of-state income-producing activities are merely “preparatory activities” performed in anticipation of the actual service, that is, the consummation of noncash transactions.²¹ The department has asserted an even more aggressive interpretation that focuses on the network comprising other parties’ tangible personal property (costs) in the state. Finally, the department has emphasized how the taxpayer’s own sourcing methodology would subject it to no tax liability in South Carolina despite its having processed over $84 billion in credit card transactions in the state, an outcome that does not “reasonably represent” the proportion of its trade or business carried on in South Carolina.²²

The taxpayer has protested the department’s determination on the basis that its income-producing activities are processing transactions and maintaining its central operations center located outside the state. The taxpayer has clearly explained in its filings to the Administrative Law Court that its only customers are the banks that provide credit to end-consumers and help merchants to accept credit as a form of payment.²³ It does not provide payment processing services to consumers or merchants. Rather, the taxpayer’s three main revenue streams consist of receipts exclusively generated by its bank customers: payment processing fees, membership fees, and other ancillary fees. But it does not perform these activities in South Carolina. Instead, it provides payment processing services at its central operations site in Missouri and at the banks’ processing centers, and ancillary membership and operational services at its New York headquarters. The department’s audit adjustments, and its erroneous extension of DirecTV, are at odds with both the facts and the plain meaning of the law.

This case illustrates perfectly the state’s distorted application of statutory language to the sourcing of receipts based on costs of performance. Unlike AT&T and DirecTV, this taxpayer lacks a network of physical assets in South Carolina. It does not own the in-state physical assets that make contact with state residents. Moreover, these South Carolina residents are not the taxpayer’s customers. Despite this clear absence of in-state physical assets, the South Carolina Department of Revenue is attempting to extend its contorted interpretation of the costs-of-performance last-mile approach to arrive at a market-based result. In doing so, the department’s position makes COP unrecognizable to taxpayers and their advisors.

Texas Rejects Bad Statutory Interpretation

A 2022 decision by the Texas Supreme Court in Sirius XM Radio, Inc. v. Hegar highlighted and rejected such aggressive tactics by state tax authorities.²⁴ Sirius XM filed suit against the Texas Comptroller of Public Accounts following the state’s attempt to source Sirius XM’s satellite radio subscription receipts to Texas based on where its “receipt-producing, end-product act” took place.²⁵ Reminiscent of the Massachusetts and Oregon Departments of Revenue arguments in the AT&T cases and the South Carolina Department of Revenue’s position in DirecTV, the Texas Comptroller asserted that Sirius XM’s end-product act occurs when Sirius XM sends a satellite signal activating each subscriber’s radio. Once a customer purchases a Sirius XM radio subscription, Sirius XM’s satellites send a decrypting signal to that customer’s radio, enabling the subscriber to access the radio programming that Sirius XM produces and broadcasts. The comptroller aggressively pursued the last-mile approach, arguing that Sirius XM’s receipts must be sourced to the location of each subscriber’s radio. Sirius XM countered the department’s position by arguing that the service it provides is not the “decryption of radio signals” but instead the production and broadcasting of radio content, which occurs outside the state.²⁶

The Texas Supreme Court refused to defer to the comptroller’s interpretation of the law and rejected the state’s manipulation of the law to produce a destination-based result. The court spelled out a straightforward standard: receipts from a service “performed” in Texas are sourced to Texas. The court defined “performed” as “the labor for the benefit of another.”²⁷ That is, the service takes place “where the taxpayer’s personnel or equipment is physically doing useful work for the customer.”²⁸ The court emphasized that the comptroller’s proposed receipt-producing, end-product act test is incompatible with Texas’ costs-of-performance statute because it improperly focuses on where a service is received. Instead, the court acknowledged the “economic reality” that Sirius XM is first and foremost a radio production and broadcast company.²⁹ The court qualified that the decryption signals Sirius XM sends to activate its subscribers’ radios are only the means by which Sirius XM grants subscribers access to its paid content, the production and broadcast of which is the “useful labor” Sirius XM performs. The court added that even if sending activation signals was the relevant service, the service would be performed where such signals originated. The Sirius XM decision is a significant win for and was heralded by taxpayers and practitioners alike and should serve as a warning to state tax authorities who intend to contort the plain language of COP sourcing rules. The Texas Supreme Court gives taxpayers some hope that the proper interpretation of the COP law will prevail.

Aggressive Use of Remedial Administrative Tools

While some states have contorted the statutory sourcing provisions, others have resorted to remedial administrative provisions to alter the sourcing method and tax result. Specifically, some state tax authorities have attempted to use alternative apportionment and discretionary authority provisions to effectuate destination sourcing. These remedial administrative provisions permit the state tax authority to deviate from the statutory apportionment method when specific circumstances are present. The standard alternative apportionment provisions present in most states’ tax laws are consistent with Section 18 of the Uniform Division of Income for Tax Purposes Act (UDITPA).³⁰ The statutory language requires that the moving party (the state tax authority or the taxpayer) prove that the standard statutory apportionment formula results in an inaccurate reflection of the taxpayer’s presence in the state—that is, distortion. To the extent that distortion is proven, the moving party is permitted to use a “reasonable” alternative. Similarly, discretionary authority (the state version of Section 482 of the Internal Revenue Code) permits the state tax authority to adjust items of income and expense when transactions between related entities inaccurately reflect the taxpayer’s taxable income (distortion).

State tax authorities have aggressively attempted to use both remedial measures to change the sourcing from COP (origination) to market (destination).

Improper Use of Alternative Apportionment

The aggressive use of alternative apportionment is most visible in a comparison of two recent cases, one in which the taxpayer’s attempt to use alternative apportionment was denied and another in which the state tax authority’s use of alternative apportionment was upheld.³¹

The Virginia Supreme Court in Corporate Executive Board Company v. Virginia Department of Taxation rejected Corporate Executive Board Company’s (CEB’s) proposed alternative apportionment. Specifically, the court rejected alternative apportionment because the moving party (the taxpayer) had not satisfied its burden of proving that the standard statutory apportionment method inaccurately reflected the taxpayer’s presence in the state.³² The taxpayer asserted that it was permitted to use alternative apportionment and proposed to source its receipts using a market-based approach instead of Virginia’s statutory COP method. CEB generated most of its revenue from subscriptions to its online “best practices” content for business professionals.³³ Although the vast majority of its sales occurred outside Virginia, most employees and other costs related to developing and hosting CEB’s online content, including its servers, were located in Virginia. Under CEB’s proposed method, the majority of its receipts would be sourced outside the state. The Virginia Department of Taxation argued in response that the statutory COP method was neither unconstitutional nor inequitable when applied to CEB.

The Virginia Supreme Court ruled against CEB, holding that Virginia’s statutory COP method was appropriate because it did not inaccurately reflect the taxpayer’s presence in the state, nor was it unconstitutional. In upholding the COP method, the court emphasized that the potential for double taxation did not, by itself, render a sourcing method unconstitutional. To be found inequitable, the state’s method must result in double taxation of income, and this inequity must be attributable to Virginia, rather than another state’s “unique method of allocation and apportionment.”³⁴ The court held that CEB’s double taxation was attributed to the “increased trend” of states using single-factor sales apportionment, not Virginia’s three-factor formula modeled after UDITPA.³⁵ The court further concluded that other states’ apportionment methods are “unique” in that each state has adopted “its own distinctive method, even if those methods share some conceptual similarities.”³⁶ The court therefore concluded that CEB failed to establish that Virginia’s statutory apportionment method resulted in an inaccurate reflection of the taxpayer’s presence in the state.

In contrast, in Vodafone Americas Holdings, Inc. v. Roberts, the Tennessee Department of Revenue successfully asserted alternative apportionment to change the taxpayer’s sourcing of receipts from COP to a market-based sourcing method.³⁷ In Vodafone, the taxpayer initially sourced receipts based on a market approach but subsequently requested refunds based on amended returns using the statutory COP sourcing method. Because most of its costs of performance were incurred in New Jersey, Vodafone requested a refund for the overpayment of franchise and excise taxes. While it did not attempt to aggressively interpret the law to arrive at market sourcing, the department instead asserted that a “variance” or alternative apportionment was necessary to properly reflect the taxpayer’s presence in Tennessee.³⁸ The department’s assertion of a “variance” failed to identify facts that warranted a deviation from the standard statutory apportionment formula because it improperly or inaccurately reflected the taxpayer’s presence in Tennessee.

The Tennessee Supreme Court upheld the department’s determination, allowing a market-based approach to prevail over the state’s statutory COP method because the standard formula did not “fairly represent” Vodafone’s Tennessee business activity. The court held that if Vodafone, pursuant to the statutory COP sourcing rules, were allowed to source receipts based on where the majority of activities associated with its service occurred, it would produce “incongruous results.”³⁹ Notably, the court emphasized how the COP method would cause Vodafone’s Tennessee receipts to drop by eighty-nine percent. The court made much of how applying the statutory method would cause “millions of dollars in receipts from Vodafone’s Tennessee customers to vanish, for tax purposes.” The court also found it would be administratively difficult for the department to verify Vodafone’s costs of performance.⁴⁰ The court held that the department’s proposed alternative formula was “objectively reasonable.”⁴¹ The department’s variance required Vodafone to use the market-based “primary-place-of-use” method it had originally used on its returns on the grounds that the methodology was “straightforward” and “fairly represented” the extent of Vodafone’s business activities in Tennessee.⁴²

The Tennessee Supreme Court’s decision was not without controversy. In fact, the dissent called out the fact that the majority’s decision placed the burden on the taxpayer to show that the standard statutory sourcing provision was proper, and that the taxpayer was not the moving party seeking a “variance” or alternative apportionment.⁴³ Furthermore, the dissent highlighted the majority opinion’s failure to hold the commissioner’s determination to the proper standard, stating that the decision failed to adequately address “the important issue of whether the Commissioner’s variance in this case extends beyond his limits to issue variances ‘only in specific cases where unusual fact situations (which ordinarily will be unique and nonrecurring) produce incongruous results.’”⁴⁴ The dissent further notes that “counsel for the Commissioner was asked what facts in this case satisfied the variance requirement that this situation is ‘unique.’ At no point did counsel answer the question . . .”⁴⁵ The dissent explains that the department’s assertion of alternative apportionment did not satisfy the legal requirements to deviate from the statutory sourcing law.

The case illustrates state tax authorities’ aggressive application of alternative apportionment to change the statutory sourcing method from COP to market. Unfortunately, the majority accepted the financial impact of the standard statutory sourcing method as sufficient basis to support the use of alternative apportionment. But the financial impact of a sourcing methodology does not satisfy the criteria justifying a request to apply alternative apportionment, because the sourcing methods are diametrically opposed and lead to significantly different results. Furthermore, significantly different results between COP and market sourcing does not constitute proof that the standard statutory sourcing method produces inaccurate results. Therefore, taxpayers must prepare an analysis of their presence in a given state to defend against the improper use of alternative apportionment by a state tax authority during audit.

Arbitrary Use of Discretionary Authority

In the most recent development, the Florida Department of Revenue attempted to use its discretionary authority (again, the state version of Section 482 of the Internal Revenue Code) to require a taxpayer to apply market-based sourcing in Target Enterprise, Inc. v. State of Florida Department of Revenue.⁴⁶ This a novel approach to adjusting a taxpayer’s apportionment, because the discretionary authority statutorily provides that the state tax authority can adjust income or expense to correct for non-arm’s-length transactions under Florida Statute Section 220.44. This rare approach illustrates the state tax authority’s aggressive administration of the tax law attempting to use the remedial provision to adjust income and expense to modify sourcing of receipts for apportionment purposes.

The case involved Target Enterprise, a subsidiary of Target Corporation (hereinafter Target) that provides merchandising, marketing, and consulting services to Target. Target Enterprise argued that, under Florida’s COP regulation, its costs of performance were its employees, all of whom were located at Target Enterprise’s headquarters in Minnesota. The Florida Department of Revenue made an audit adjustment to require Target Enterprise to source its service receipts to Florida based on the retail square footage of Target stores in Florida. The department did so pursuant to its discretionary authority under Florida Statute Section 220.44, which permits it to make income adjustments to “more reasonably reflect” a taxpayer’s business activity in the state when “it appears that an agreement, understanding, or arrangement exists.”⁴⁷ The department’s primary basis for exercising its discretionary authority was that Target Enterprise did not provide “sufficient documentation” to support its use of the COP approach.⁴⁸

The court rejected the department’s market-based approach and applied the COP method used by Target Enterprise. In rejecting the department’s use of discretionary authority as inappropriate, the court identified Target Enterprise’s income-producing activity as performing services under its agreement with Target through Target Enterprise’s employees. The court found that the payroll work papers provided to the department “make abundantly clear” that Target Enterprise’s costs of performance were not incurred in Florida.⁴⁹ The department did not conduct a transfer pricing analysis to prove that the related-party transactions were not at arm’s length. Moreover, the court held that the department’s proposed sourcing methodology was unrelated to Target Enterprise’s Florida business activity, because it conflated the taxpayer-subsidiary’s activities with its parent company’s retail operations. As the court explained, Target Enterprise provided services to Target, not to Target’s retail locations.

The department’s brazen attempt to make a discretionary authority adjustment without analyzing the arm’s-length nature of the related-party transactions demonstrates its aggressive administration of the tax law. Further, the department’s attempt to change the sourcing from a COP to a market-sourcing method is a unique use of the discretionary authority law.

Conclusion

These examples illustrate the aggressive tactics employed by COP-sourcing states to engineer destination-sourcing results when doing so benefits the state taxing authority. The impact on taxpayers can be considerable. Taxpayers must expend considerable resources during the audit and controversy stages to defend against such untenable state tax determinations. However, as the Texas Supreme Court decision shows, under proper judicial review taxpayers may obtain the correct result by defending their tax position through the controversy process.

Marc A. Simonetti is a partner, Aruna Chittiappa is a senior associate, and Christopher L. Koester is an associate at Pillsbury Winthrop Shaw Pittman LLP.

Endnotes

1. Uniform Division of Income for Tax Purposes Act, Section 17(b) (National Conference of Commissioners on Uniform State Laws 1957).
2. Comm’r of Revenue v. AT&T Corp., 970 N.E.2d 814 (Mass. App. Ct. 2012).
3. Comm’r of Revenue v. AT&T Corp.
4. AT&T Corp. v. Comm’r of Revenue, 2011 WL 2243933, at *2 (Mass. App. Tax. Bd. 2011).
5. AT&T Corp. v. Comm’r of Revenue at *2.
6. AT&T Corp. v. Comm’r of Revenue at *11.
7. AT&T Corp. v. Comm’r of Revenue at *11, which cites, for example, Boston Professional Hockey Ass’n, Inc. v. Comm’r of Revenue, 443 Mass. 276, 285 (2005).
8. AT&T Corp. v. Dep’t of Revenue, 358 P.3d 973, 976 (Or. 2015).
9. AT&T Corp. v. Dep’t of Revenue at 977, 986.
10. AT&T Corp. v. Dep’t of Revenue at 975.
11. AT&T Corp. v. Dep’t of Revenue at 983.
12. DirecTV, Inc. v. S.C. Dep’t of Revenue, 804 S.E.2d 633, 635 (S.C. Ct. App. 2017).
13. DirecTV, Inc. v. S.C. Dep’t of Revenue at 636.
14. DirecTV, Inc. v. S.C. Dep’t of Revenue at 641–642.
15. DirecTV, Inc. v. S.C. Dep’t of Revenue at 643.
16. DirecTV, Inc. v. S.C. Dep’t of Revenue at 643.
17. DirecTV, Inc. v. S.C. Dep’t of Revenue at 642.
18. Department Determination at 16, Mastercard Int’l Inc. v. S.C. Dep’t of Revenue, No. 20-ALJ-17-0008-CC (December 19, 2019).
19. Mastercard Int’l Inc. v. S.C. Dep’t of Revenue, No. 20-ALJ-17-0008-CC (January 16, 2020).
20. Department Determination at 11, Mastercard Int’l Inc. v. S.C. Dep’t of Revenue.
21. Department Determination at 16, Mastercard Int’l Inc. v. S.C. Dep’t of Revenue.
22. Department Determination at 18, Mastercard Int’l Inc. v. S.C. Dep’t of Revenue.
23. Mastercard Int’l Inc.’s Pre-Hearing Statement, Mastercard Int’l Inc. v. S.C. Dep’t of Revenue (February 27, 2020).
24. Sirius XM Radio, Inc. v. Hegar, 643 S.W.3d 402 (Tex. 2022).
25. Sirius XM Radio, Inc. v. Hegar at 404.
26. Sirius XM Radio, Inc. v. Hegar at 407.
27. Sirius XM Radio, Inc. v. Hegar at 407.
28. Sirius XM Radio, Inc. v. Hegar at 408.
29. Sirius XM Radio, Inc. v. Hegar at 411.
30. Uniform Division of Income for Tax Purposes Act, Section 18.
31. Corporate Exec. Bd. Co. v. Va. Dep’t of Tax’n, 822 S.E.2d 918, 920 (Va. 2019); Vodafone Ams. Holdings, Inc. v. Roberts, 486 S.W.3d 496, 499 (Tenn. 2016).
32. Corporate Exec. Bd. Co. v. Va. Dep’t of Tax’n, 822 S.E.2d 918, 920 (Va. 2019).
33. Corporate Exec. Bd. Co. v. Va. Dep’t of Tax’n at 920.
34. Corporate Exec. Bd. Co. v. Va. Dep’t of Tax’n at 923.
35. Corporate Exec. Bd. Co. v. Va. Dep’t of Tax’n at 927.
36. Corporate Exec. Bd. Co. v. Va. Dep’t of Tax’n at 929.
37. Vodafone Ams. Holdings, Inc. v. Roberts, 486 S.W.3d 496, 499 (Tenn. 2016).
38. Vodafone Ams. Holdings, Inc. v. Roberts at 501–502.
39. Vodafone Ams. Holdings, Inc. v. Roberts at 527.
40. Vodafone Ams. Holdings, Inc. v. Roberts at 529.
41. Vodafone Ams. Holdings, Inc. v. Roberts at 525.
42. Vodafone Ams. Holdings, Inc. v. Roberts at 502.
43. Vodafone Ams. Holdings, Inc. v. Roberts at 535.
44. Vodafone Ams. Holdings, Inc. v. Roberts at 536.
45. Vodafone Ams. Holdings, Inc. v. Roberts at 536.
46. Target Enterprise, Inc. v. Fla. Dep’t of Revenue, 2021-CA-002158 (Fla. Cir. Ct. 2022).
47. Target Enterprise, Inc. v. Fla. Dep’t of Revenue at 7.
48. Target Enterprise, Inc. v. Fla. Dep’t of Revenue at 7.
49. Target Enterprise, Inc. v. Fla. Dep’t of Revenue at 9.