Check-the-Box Election Sample Clauses
POPULAR SAMPLE Copied 2 times
Check-the-Box Election. If ParentCo determines, in its sole discretion, that a Check-the-Box Election shall be made with respect to any member of the SpinCo Group effective as of, or before, the Distribution Date, SpinCo shall (and shall cause all relevant members of the SpinCo Group to) make such election effective as of such date and shall take any action reasonably requested by ParentCo or that is otherwise necessary to give effect to such election (including making any other related election). If ParentCo requires any member of the SpinCo Group to file for relief with the IRS to make a late Check-the-Box Election, ParentCo shall reimburse SpinCo (and any relevant member of the SpinCo Group) for all reasonable costs and expenses incurred by SpinCo (or any relevant member of the SpinCo Group) in connection with filing for such relief.
Check-the-Box Election. At the sole direction of IDG, the Company shall make, or shall cause to be made, an election to be treated as a partnership for U.S. federal income tax purposes (the “Election”) by filing, or by causing to be filed, Internal Revenue Service Form 8832 (or any successor form), and the Company shall not permit the Election to be terminated or revoked without the prior approval of a majority of the directors on the Board.
Check-the-Box Election. At the sole direction of Carlyle, the Company shall make, or shall cause to be made, an election to be treated as a partnership for U.S. federal income tax purposes (the “Election”) by filing, or by causing to be filed, Internal Revenue Service Form 8832 (or any successor form), and the Company shall not permit the Election to be terminated or revoked without the prior approval of a majority of the directors on the Board.
Check-the-Box Election. (a) VARTA as shareholder of VARTA Consumer shall have submitted to Strategic Partner for filing an election pursuant to US Treasury Regulation Section 301.7701-3 a signed standard form to treat VARTA Consumer as a disregarded entity for US tax purposes effective as of September 15, 2002.
(b) After Closing VARTA shall sign and submit for signature and filing by German Limited/Strategic Partner the standard form to effect an election pursuant to US Treasury Regulation Section 301.7701-3 to treat VARTA Consumer as a partnership for US tax purposes effective as of the Closing.
(c) Strategic Partner shall fully cooperate with VARTA in the preparation and filing of the standard forms referred to in Section 7.10.
Check-the-Box Election. Pfizer shall cause an election pursuant to Treasury Regulations Section 301.7701-3 to be filed, effective from a date at least 10 days prior to the Closing Date, for those of the Conveyed Subsidiaries or their Subsidiaries listed on Schedule 7.4 which are not United States entities to be treated as a branch for U.S. federal
Check-the-Box Election. The Seller will make an election effective prior to the Closing Date to treat the Transferred Entity as disregarded from its sole owner for U.S. federal income tax purposes.
Check-the-Box Election. (a) Seller will provide the necessary shareholder approvals to convert Company from a "Hlutafelag" to an "Einkahlutafelag" under Icelandic law, and will take such good faith steps necessary so that, prior to the Closing, Company is so converted.
(b) Company will, upon the request of Buyer, timely execute and file with the U.S. Internal Revenue Service an entity classification election (the "Check-the-Box Election") on Form 8832, attached hereto as Exhibit B, and such other forms as may be required for the Check-the-Box Election. Such election will be completed according to the directions of Buyer. Unless Buyer agrees to indemnify Seller for any additional Taxes imposed upon Seller as a result of the Check-the-Box Election, (1) Buyer will not request the Company to file the Check-the-Box Election until after the date on which the Seller has sold one hundred percent of the Shares and (2) Buyer will not specify an effective date for the Check-the-Box Election that precedes the second day following the day on which the Seller has sold one hundred percent of the Shares.
Check-the-Box Election. Consistent with the provisions of Treasury Reg. 301.7701-3, the Company shall make that election deemed appropriate by the Operating Committee for tax purposes.
Check-the-Box Election. Two (2) days following the effectiveness of the Recapitalization and the Allegro Liability Assumption (i.e. March 28, 2020), the Company shall make the Check the Box Election.
Check-the-Box Election. In connection with the purchase of the Shares hereunder, and as part of the plan to have the transaction qualify as a reorganization within the meaning of Section 368(a) of the Code, Buyer shall, at the direction of Seller, make an election under Section 301.7701-3(c) of the United States Income Tax Regulations to treat Holdings as a disregarded entity for United States income tax purposes. At the time specified by Seller, Buyer shall make such election by filing IRS Form 8832 (or any successor form) and take all other actions necessary to make a valid election at the time specified by Seller.