Certain Tax Elections. (a) Purchaser shall not make, and shall cause its Affiliates (including the Transferred Entities) not to make, any election with respect to any Transferred Entity (including any election pursuant to Treasury Regulation Section 301.7701-3), which election would be effective or have effect on or prior to the Closing Date.
Appears in 2 contracts
Samples: Interests Purchase Agreement (Tegna Inc), Interests Purchase Agreement (McClatchy Co)
Certain Tax Elections. (a) Purchaser Buyer shall not make, and shall cause its Affiliates (including the Transferred Entities) not to make, any election with respect to any member of the Transferred Entity Group (including any election pursuant to Treasury Regulation Section 301.7701-33 or Section 338(g) of the Code), which election would be effective or have effect on or prior to the Closing Date.
Appears in 1 contract
Certain Tax Elections. (a) Purchaser shall not make, and shall cause its Affiliates (including the Transferred Entities) not to make, (a) any election under Section 338 of the Code (or any comparable election under state, local or foreign Law) with respect to the acquisition of any Transferred Entity or (b) any election with respect to any Transferred Entity (including any entity classification election pursuant to Treasury Regulation Regulations Section 301.7701-3), which election would be effective or have effect on or prior to the Closing Date.
Appears in 1 contract
Certain Tax Elections. (a) Purchaser Purchasers shall not make, and shall cause its their Affiliates (including including, after the Transferred Closing, the Conveyed Entities) not to make, any election with respect to any Transferred Conveyed Entity (including any election pursuant to Treasury Regulation Regulations Section 301.7701-3), which election would be effective or have effect on or prior to the Closing Date.
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Commercial Metals Co)
