Common use of Accounting of Purchases Clause in Contracts

Accounting of Purchases. The Seller will not account for or treat the transactions contemplated hereby in any manner other than as a sale or contribution of the Transferred Assets by the Seller to the Purchaser including for tax purposes, where appropriate; provided that (i) the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP and shall, in any such consolidated financial statement of the Seller, disclose appropriately in a footnote that such Transferred Collateral Assets are owned by the Purchaser and (ii) for U.S. federal income Tax reporting purposes, the Purchaser is treated as a “disregarded entity” for so long as it has a single equity owner and, therefore, the transfer of Transferred Assets by the Seller to the Purchaser hereunder will not be recognized for such purposes.

Appears in 2 contracts

Samples: Sale and Contribution Agreement (Blue Owl Credit Income Corp.), Sale and Contribution Agreement (Owl Rock Technology Income Corp.)

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Accounting of Purchases. The Seller will not account for or treat the transactions contemplated hereby in any manner other than as a sale or contribution of the Transferred Assets by the Seller to the Purchaser including for tax purposes, where appropriate; provided that (i) the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP and shall, in any such consolidated financial statement of the Seller, disclose appropriately in a footnote that such Transferred Collateral Assets are owned by the Purchaser and (ii) for U.S. federal income Tax reporting purposes, the Purchaser is treated as a “disregarded entity” for so long as it has a single equity owner and, therefore, the transfer of Transferred Assets by the Seller to the Purchaser hereunder will not be recognized for such purposes.

Appears in 2 contracts

Samples: Sale and Contribution Agreement (Kennedy Lewis Capital Co), Sale and Contribution Agreement (Apollo Debt Solutions BDC)

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Accounting of Purchases. The Seller will not account for or treat the transactions contemplated hereby in any manner other than as a sale or contribution of the Transferred Assets by the Seller to the Purchaser including for tax purposes, where appropriate; provided that (i) the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP and shall, in any such consolidated financial statement of the Seller, disclose appropriately in a footnote that such Transferred Collateral Assets Loans are owned by the Purchaser and (ii) for U.S. federal income Tax reporting purposes, the Purchaser is treated as a “disregarded entity” for so long as it has a single equity owner and, therefore, the transfer of Transferred Assets by the Seller to the Purchaser hereunder will not be recognized for such purposes.

Appears in 1 contract

Samples: Sale and Contribution Agreement (Apollo Debt Solutions BDC)

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