Common use of Buyer’s Tax Status Clause in Contracts

Buyer’s Tax Status. The Originator shall not take or cause any action to be taken that could result in the Buyer (i) being treated other than as a “disregarded entity” within the meaning of U.S. Treasury Regulation § 301.7701-3 for U.S. federal income tax purposes, (ii) becoming an association taxable as a corporation or a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes, (iii) subject to any Tax in any jurisdiction outside the United States or (iv) subject to any material tax imposed by a state or local taxing authority.

Appears in 2 contracts

Samples: Sale and Contribution Agreement (Fortrea Holdings Inc.), Sale and Contribution Agreement (Labcorp Holdings Inc.)

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Buyer’s Tax Status. The Originator shall not take or cause any action to be taken that could result in the Buyer (i) being treated other than as a “disregarded entity” within the meaning of U.S. Treasury Regulation § 301.7701-3 for U.S. federal income tax purposes, (ii) becoming an association taxable as a corporation or a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes, (iii) subject to any Tax in any jurisdiction outside the United States or (iviii) becoming subject to any material tax imposed by a state or local taxing authority.

Appears in 1 contract

Samples: Sale and Contribution Agreement (Sabre Corp)

Buyer’s Tax Status. The Such Originator shall not take or cause any action to be taken that could result in the Buyer (i) being treated other than as a “disregarded entity” within the meaning of U.S. Treasury Regulation § 301.7701-3 for U.S. federal income tax purposes, (ii) becoming an association taxable as a corporation or a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes, (iii) being subject to any Tax in any jurisdiction outside the United States or (iv) being subject to any material tax based on net income or gross receipts imposed by a state or local taxing authority.

Appears in 1 contract

Samples: Sale and Contribution Agreement (Phillips 66)

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Buyer’s Tax Status. The Such Originator shall not take or cause any action to be taken that could result in the Buyer (i) being treated other than as a “disregarded entity” within the meaning of U.S. Treasury Regulation § 301.7701-3 for U.S. federal income tax purposes, (ii) becoming an association taxable as a corporation or a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes, (iii) subject to any Tax in any jurisdiction outside the United States or (iv) subject to any material tax based on net income or gross receipts imposed by a state or local taxing authority.

Appears in 1 contract

Samples: Sale and Contribution Agreement (Centuri Holdings, Inc.)

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