Change of Majority for Other Tax Elections Sample Clauses

Change of Majority for Other Tax Elections. Instead of the Section 4.3 majority for other tax elections, a majority shall be considered if consisting of (specify or line out blanks): N/A.
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Change of Majority for Other Tax Elections. Instead of the Sec. 4.4 majority for other tax elections, a majority shall be considered if consisting of (specify or line out blanks) ============== ====================== THE END JOA - Exhibit "F" Exhibit "G" Attached to and made a part of that certain Offshore Operating Agreement dated effective as of the ______day of _________, 20____, between Chevron U.S.A. Inc., Dominion Exploration & Production, Inc. and Ridgewood Energy Corporation, covering ________________Block _____________, Federal Offshore, Gulf of Mexico MEMORANDUM OF OPERATING AGREEMENT --------------------------------- AND FINANCING STATEMENT ----------------------- (LOUISIANA) To be filed in the conveyance records and in the mortgage records and as a non-standard financing statement in accordance with Paragraph 6.0 herein.
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Change of Majority for Other Tax Elections. INSTEAD OF THE Sec. 4.4 majority for other tax elections, a majority shall be considered if consisting of (specify or line out blanks) _____________________________________________________. THE END EXHIBIT “D” JOINT OPERATING AGREEMENT Attached to and made a part of that certain Amended and Restated Participation Agreement dated the ____ day of December, 2006, by and between Ridgelake Energy, Inc., GulfX, LLC and South Mxxxx LLC OFFSHORE OPERATING AGREEMENT Sxxxx Xxxxx Xxxxxx Area, South Addition, Block 152 (OCS-G 27091) DATED EFFECTIVE: September 18,2006 BETWEEN RIDGELAKE ENERGY, INC., GULFX, LLC, SOUTH MXXXX LLC and LION ENERGY LIMITED LLC OPERATING AGREEMENT
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Change of Majority for Other Tax Elections. INSTEAD OF THE Sec. 4.4 majority for other tax elections, a majority shall be considered if consisting of (specify or line out blanks) _____________________________________________________. THE END OFFSHORE OPERATING AGREEMENT Vxxxxxxxx Xxxx, Xxxxx Xxxxxxxx, Xxxxx 000 (XXX-X 27078) DATED EFFECTIVE: September 18,2006 BETWEEN RIDGELAKE ENERGY, INC., GULFX, LLC, SOUTH MXXXX LLC and LION ENERGY LIMITED LLC OPERATING AGREEMENT
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Change of Majority for Other Tax Elections. Instead of the Sec. 4.4 majority for other tax elections, a majority shall be considered if consisting of (specify or line out blanks) THE END Exhibit "G" Attached to and made a part of that certain Offshore Operating Agreement effective as of October 1, 2005, between Chevron U.S.A. Inc., Newfield Exploration Company and Ridgewood Energy Corporation, Manager Ridgewood Energy Q Fund, LLC, covering Main Pass Blocks 221 and 222, Offshore, Gulf of Mexico.
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Change of Majority for Other Tax Elections. Instead of the Sec. 0 majority for other tax elections, a majority shall be considered if consisting of (specify or line out blanks) . THE END SCHEDULE “G” ATTACHED TO AND FORMING PART OF AN ASSET PURCHSASE AGREEMENT DATED THE 15th DAY OF SEPTEMBER, 2006, BETWEEN SKH MANAGEMENT L.P. ET AL., AS VENDORS AND AUSAM ENERGY CORPORATION, AS PURCHASER FORM OF JOINT OPERATING AGREEMENT [attached] SCHEDULE “H” ATTACHED TO AND FORMING PART OF AN ASSET PURCHSASE AGREEMENT FORM OF ACCREDITED INVESTOR CERTIFICATE CERTIFICATE OF ACCREDITED INVESTOR STATUS Except as may be indicated by the undersigned below, the undersigned is an “accredited investor,” as that term is defined in Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). The undersigned has checked the box below indicating the basis on which he is representing his status as an “accredited investor”: o a bank as defined in Section 3(a)(2) of the Securities Act, or any savings and loan association or other institution as defined in Section 3(a)(5)(A) of the Securities Act whether acting in its individual or fiduciary capacity; a broker or dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934, as amended (the “Securities Exchange Act”); an insurance company as defined in Section 2(13) of the Securities Act; an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of that Act; a small business investment company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; a plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions, for the benefit of its employees, and such plan has total assets in excess of $5,000,000; an employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974, if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of such Act, which is either a bank, savings and loan association, insurance company, or registered investment adviser, or if the employee benefit plan has total assets in excess of $5,000,000 or, if a self-directed plan, with investment decisions made solely by persons that are “accredited investors”;
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Related to Change of Majority for Other Tax Elections

  • DAC Tax Election The Ceding Company and the Reinsurer make an election pursuant to Treasury Regulation Section 1.848-2 (g) (8) of the Income Tax Regulations issued December, 1992, under Section 848 of the Internal Revenue Code of 1986, as amended, and agree to the terms stipulated in Schedule G – DAC Tax Schedule.

  • Certain Tax Elections The Company shall not file any election pursuant to Regulations Section 301.7701-3(c) to be treated as an entity other than a partnership. The Company shall not elect, pursuant to Code Section 761(a), to be excluded from the provisions of subchapter K of the Code.

  • SPECIAL TAX ELECTION The acquisition of the Purchased Shares may result in adverse tax consequences which may be avoided or mitigated by filing an election under Code Section 83(b). Such election must be filed within thirty (30) days after the date of this Agreement. A description of the tax consequences applicable to the acquisition of the Purchased Shares and the form for making the Code Section 83(b) election are set forth in Exhibit II. OPTIONEE SHOULD CONSULT WITH HIS OR HER TAX ADVISOR TO DETERMINE THE TAX CONSEQUENCES OF ACQUIRING THE PURCHASED SHARES AND THE ADVANTAGES AND DISADVANTAGES OF FILING THE CODE SECTION 83(b) ELECTION. OPTIONEE ACKNOWLEDGES THAT IT IS OPTIONEE'S SOLE RESPONSIBILITY, AND NOT THE CORPORATION'S, TO FILE A TIMELY ELECTION UNDER CODE SECTION 83(b), EVEN IF OPTIONEE REQUESTS THE CORPORATION OR ITS REPRESENTATIVES TO MAKE THIS FILING ON HIS OR HER BEHALF.

  • Tax Elections Except as otherwise provided herein, the General Partner shall, in its sole and absolute discretion, determine whether to make any available election pursuant to the Code, including the election under Section 754 of the Code. The General Partner shall have the right to seek to revoke any such election (including without limitation, any election under Section 754 of the Code) upon the General Partner’s determination in its sole and absolute discretion that such revocation is the best interests of the Partners.

  • Optional Redemption Due to Changes in Tax Treatment Unless otherwise specified as contemplated by Section 301 with respect to any series of Securities, if, as the result of (a) any change in or any amendment to the laws, regulations or published tax rulings of any Relevant Jurisdiction, or of any political subdivision or taxing authority thereof or therein, affecting taxation, or (b) any change in the official administration, application or interpretation by a relevant court or tribunal, government or government authority of any Relevant Jurisdiction of such laws, regulations or published tax rulings either generally or in relation to the Securities or the Guarantees, which change or amendment is proposed and becomes effective on or after the later of (x) the original issue date of such Securities or Guarantees or (y) the date on which a jurisdiction becomes a Relevant Jurisdiction (whether by consolidation, merger or transfer of assets of the Issuer or any Guarantor, change in place of payment on the Securities or Guarantees or otherwise) or which change in official administration, application or interpretation shall not have been available to the public prior to such original issue date or the date on which such jurisdiction becomes a Relevant Jurisdiction (whichever is later), the Issuer or the Guarantors would be required to pay any Additional Amounts pursuant to Section 1007 of this Indenture or the terms of any Guarantee in respect of interest on the next succeeding Interest Payment Date (assuming, in the case of the Guarantors, a payment in respect of such interest was required to be made by the Guarantors under the Guarantees thereof on such Interest Payment Date and the Guarantors would be unable, for reasons outside their control, to procure payment by the Issuer), and the obligation to pay Additional Amounts cannot be avoided by the use of commercially reasonable measures available to the Issuer or to the applicable Guarantor, as the case may be, the Issuer may, at its option, redeem all (but not less than all) of the Securities in respect of which such Additional Amounts would be so payable at any time, upon not less than 30 nor more than 60 days’ written notice as provided in Sections 1102 and 1104, at a Redemption Price equal to 100% of the outstanding principal amount thereof plus accrued and unpaid interest due thereon up to, but not including, the date fixed for redemption; provided, however, that:

  • Change in Form or Timing of Distributions All changes in the form or timing of distributions hereunder must comply with the following requirements. The changes:

  • Income Tax Elections In the event of a distribution of property made in the manner provided under Section 734 of the Code, or in the event of a transfer of any Partnership Interest permitted by this Agreement made in the manner provided in Section 743 of the Code, the General Partner, on behalf of the Partnership, may, but shall not be required to, file an election under Section 754 of the Code in accordance with the procedures set forth in the applicable regulations promulgated thereunder.

  • Tax Matters Partner; Tax Elections; Special Basis Adjustments (a) The General Partner shall be the Tax Matters Partner of the Partnership within the meaning of Section 6231(a)(7) of the Code. As Tax Matters Partner, the General Partner shall have the right and obligation to take all actions authorized and required, respectively, by the Code for the Tax Matters Partner. The General Partner shall have the right to retain professional assistance in respect of any audit of the Partnership by the Service and all out-of-pocket expenses and fees incurred by the General Partner on behalf of the Partnership as Tax Matters Partner shall constitute Partnership expenses. In the event the General Partner receives notice of a final Partnership adjustment under Section 6223(a)(2) of the Code, the General Partner shall either (i) file a court petition for judicial review of such final adjustment within the period provided under Section 6226(a) of the Code, a copy of which petition shall be mailed to all Limited Partners on the date such petition is filed, or (ii) mail a written notice to all Limited Partners, within such period, that describes the General Partner’s reasons for determining not to file such a petition.

  • Tax Election This statement is being made under Section 83(b) of the Internal Revenue Code, pursuant to Treas. Reg. Section 1.83-2.

  • CONTROL BY BOARD As is the case with respect to the Adviser under the Investment Advisory Agreement, any investment activities undertaken by the Sub-Adviser pursuant to this Agreement, as well as any other activities undertaken by the Sub-Adviser on behalf of the Funds, shall at all times be subject to the direction and control the Trust's Board.

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