Common use of Designation of Tax Matters Partner Clause in Contracts

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "TMP") as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE II and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE II Article XXIV and in Sections sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("“the Code"”) and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE Article II and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "“TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("“the Code"”) and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE Article II and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the initial tax matters partner (hereinafter the "TMP") as defined in Section section 6231(a)(7) of the Internal Revenue Code of 1986 ("Code. Any successor TMP shall be designated by the Code") and Management Committee. The TMP shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following after approval of the Management Committee. In If the event of any change in ManagerManager resigns or is removed, the Participant Member serving as the Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such that year unless the TMP for that year is required to be changed pursuant to under applicable Treasury Regulations. The TMP and the other Participant Members shall use reasonable best efforts to comply with the their responsibilities outlined in under this ARTICLE II Article I and in Sections under sections 6221 through 6233 of the Code (including any and the related Treasury regulations promulgated thereunder) Regulations, and in doing so shall incur no liability to the Company or any other partyMember.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE II Article XXIV and in Sections 40 sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager (or, if neither Member is serving as Manager, the Member with the largest Percentage Interest) at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE Article II and in Sections 6221 through 6233 of the Code (including any Treasury regulations Regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE II and in Sections sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "TMP") as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 1986, as amended ("the Code") ), and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE Article II and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter the "TMP") as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 (the "the CodeCODE") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE II and in Sections 6221 through 6233 of the Code (including any Treasury --------- regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the initial tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("Code. Any successor TMP shall be designated by the Code") and Management Committee. The TMP shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following after approval of the Management Committee. In If the event of any change in ManagerManager resigns or is removed, the Participant Member serving as the Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such that year unless the TMP for that year is required to be changed pursuant to under applicable Treasury Regulations. The TMP and the other Participant Members shall use reasonable best efforts to comply with the their responsibilities outlined in under this ARTICLE II Article I and in Sections under sections 6221 through 6233 of the Code (including any and the related Treasury regulations promulgated thereunder) Regulations, and in doing so shall incur no liability to the Company or any other partyMember.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter the "TMP") as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the each other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE II Section 2 and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "“TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 1954, as amended, ("the hereinafter “Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. ” In the event of any change in Manager, the Participant serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulationsyear. The TMP and the other Participant Participants shall use reasonable their best efforts to comply with the responsibilities outlined in this ARTICLE II Article 1 and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other partyParty.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("the “Code"”) and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE Article II and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("“the Code"”) and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the each other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE II Section 2 and in Sections 6221 through 6233 of the Code (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant Member serving as Manager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant Member shall use reasonable best efforts to comply with the responsibilities outlined in this ARTICLE Article II and in Sections 6221 through 6233 of the Code (including any Treasury regulations Regulations promulgated thereunder) and in doing so shall incur no liability to any other party.

Designation of Tax Matters Partner. The Manager is hereby designated the tax matters partner (hereinafter "the “TMP"”) as defined in Section 6231(a)(7) of the Internal Revenue Code of 1986 ("the Code") and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee. In the event of any change in Manager, the Participant ParticipantMember serving as Manager managerManager at the end of a taxable year shall continue as TMP with respect to all matters concerning such year unless the TMP for that year is required to be changed pursuant to applicable Treasury Regulations. The TMP and the other Participant ParticipantsMember shall use reasonable theirreasonable best efforts to comply with the responsibilities outlined in this ARTICLE sectionArticle II and in Sections 6221 62226221 through 6233 62326233 of the Code (including any Treasury regulations regulationsRegulations promulgated thereunder) and in doing so shall incur no liability to any other partyPartyparty.