Partnership Classification. The Operating Partnership and each of the consolidated subsidiaries of the Operating Partnership that are partnerships are properly classified as partnerships, and not as corporations or as associations taxable as corporations, for federal income tax purposes throughout the period from their respective dates of formation through the date hereof, or, in the case of any such partnerships that have terminated, through the date of termination of such partnerships.
Partnership Classification. It is the intention of the parties hereto that the Company be treated as a partnership for federal, state and local income tax purposes. The Company shall not elect to be treated as other than a partnership under Treasury Regulations Section 301.7701-3(c) (or any corresponding applicable provisions of state or local law) unless such election is approved by all of the Managers.
Partnership Classification. It is the intention of the parties hereto that the LLC be treated as a partnership for federal income tax purposes as defined in Section 7701 of the Code.
Partnership Classification. The Partnership and the General Partner shall use their best efforts to assure that the Partnership will be treated for federal income tax purposes as a partnership and not as an association or publicly traded partnership taxable as a corporation. The Partnership shall not elect to be treated other than as a partnership for federal income tax purposes.
Partnership Classification. In the event that the Owner Trust is classified as a partnership for federal income tax purposes, beginning with each taxable year after December 31, 2017, or if later, the date that Sections 6221 through 6241 of the Code apply to the Owner Trust, the Transferor (or a United States Affiliate of the Transferor if the Transferor is ineligible) is hereby designated as the partnership representative under Section 6223(a) of the Code to the extent allowed under the law. The Owner Trust shall, to the extent eligible, make the election under Section 6221(b) of the Code with respect to determinations of adjustments at the partnership level and take any other action such as filings, disclosures and notifications necessary to effectuate such election. If the election described in the preceding sentence is not available, the Owner Trust shall, to the extent eligible, make the election under Section 6226(a) of the Code with respect to the alternative to payment of imputed underpayments by a partnership and take any other action such as filings, disclosures and notifications necessary to effectuate such election. Notwithstanding the foregoing, each of the Owner Trust, the Transferor and the Servicer are authorized, in its sole discretion, to make any available election related to Sections 6221 through 6241 of the Code and take any action it deems necessary or appropriate to comply with the requirements of the Code and conduct the Owner Trust’s affairs under Sections 6221 through 6241 of the Code.
Partnership Classification. The Members hereby agree that the Company shall not be operated as an “association” taxed as a corporation under the Code and that no election shall be made under the Treasury Regulations by the Members, the Manager, or any officer to treat the Company as an “association” taxable as a corporation without the prior unanimous written consent of the Members.
Partnership Classification. Notwithstanding anything in this Agreement to the contrary, the Tax Matters Partner in consultation with the Managing Member shall be authorized to interpret any provision of this Agreement in such manner necessary to prevent the Company or any entity owned by the Company from being treated as a publicly traded partnership taxable as a corporation for federal income tax purposes.
Partnership Classification. The Trust is intended to be classified as a partnership for U.S. federal tax purposes; provided, however, that the Trustee may cause the Trust to file with the U.S. Internal Revenue Service an election to be classified as an association taxable as a corporation if it deems such classification to be in the best interest of the Shareholders. Until any such election is made, the Trustee shall not permit transfers or redemptions of Shares if the Trustee believes that such transfer or redemption could cause the Trust to be treated as a publicly traded partnership under Section 7704 of the Code that is taxed as a corporation.
Partnership Classification. As long as the Company has more than one Member, it is the intention of the Company and the Members that the Company be treated as a partnership for federal and all relevant state income tax purposes and neither the Company nor the Members shall take any action or make any election which is inconsistent with such tax treatment, except as otherwise permitted under the terms of this Agreement. All provisions of this Agreement are to be construed so as to preserve the Company’s income tax classification as a partnership. It is the intention of the Company and the Members that the Company will not be treated as a “publicly traded partnership” as such term is defined in Section 7704(b) of the Code and the Treasury Regulations thereunder, and the Board will not consent to any transfer of Company Units that it determines in its sole discretion will cause such “publicly traded partnership” treatment.
Partnership Classification. It is intended that the Fund will be treated as a partnership for federal income tax purposes and for purposes of the tax laws of the State of Delaware, the Commonwealth of Massachusetts and other jurisdictions. Each Shareholder agrees to take any action requested by the Manager that may be desirable to ensure that the Fund is so treated. Neither the Fund nor any Shareholder shall take any action that is inconsistent with such treatment. The Manager shall cause the preparation and timely filing of all Fund tax returns and shall file all other filings required by any tax authority having jurisdiction to require such filings.
