Financial Reporting/Tax Characterization. Lessee agrees to obtain advice from its own accountants and tax counsel regarding the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. Lessee further agrees that Lessee shall not rely upon any statement of any Financing Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or tax characterization.
Financial Reporting/Tax Characterization. The Credit Parties agree to obtain advice from their own accountants and Tax counsel regarding the financial reporting treatment and the Tax characterization of the transactions described in the Operative Agreements. The Credit Parties further agree that none of them shall rely upon any statement of any Financing Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or Tax characterization.
Financial Reporting/Tax Characterization. Lessee agrees to obtain advice from its own accountants and tax counsel regarding the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. The Lessor acknowledges that the Lessee and its auditors will be relying upon the information provided pursuant to Sections 8.2(e) and 8.2(f) and the Lessor Confirmation Letters for purposes of determining consolidation under FASB Interpretation No. 46. It is the further intent of the Parties to this Agreement that this Agreement and the transaction evidenced by the Operative Agreements conform with and satisfy the requirements of, to the extent applicable, FAS 13, FASB Interpretation No. 46, Emerging Issues Task Force, 1997\Issue 97-1 and Emerging Issues Task Force, 1997\Issue 97-10.
Financial Reporting/Tax Characterization. The parties hereto agree that it is their intent that for U.S. federal, state and local tax purposes that (i) the transactions contemplated by the Operative Agreements will be treated as a financing pursuant to which each of the Lenders and each of the Holders will lend money to the Lessee and the Owner Trustee shall not be deemed to be the borrower and (ii) the Lessee is to be treated as the owner of the Properties and the sole Person entitled to depreciation deductions with respect thereto. Unless otherwise required by Law, no party shall take any inconsistent position in any tax return or other governmental filing. Lessee further agrees that Lessee shall not rely upon any statement of any Financing Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or tax characterization. Each Financing Party further agrees that it will not rely on any statement by Lessee or any Affiliate and/or Subsidiary regarding any financial reporting treatment and/or tax characterization; provided, however, that such agreement will not affect any indemnity obligation of the Lessee under the Operative Agreements.
Financial Reporting/Tax Characterization. The Credit Parties agree to obtain advice from their own accountants and tax counsel regarding the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. Notwithstanding the foregoing, it is expressly agreed that for Federal, state and local income tax purposes, commercial purposes and bankruptcy purposes, the parties to this Agreement are entering into the transactions described in the Operative Agreements with the intention of such transactions being characterized as an integrated transaction constituting a financing arrangement and for the Lessee to be considered the owner of the Property for tax purposes, commercial purposes and bankruptcy purposes; provided, however, that no such party makes any representation or warranty as to the availability of such tax treatment and the Credit Parties agree that neither of them shall rely upon any statement of any Financing Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or tax characterization. The parties to this Agreement further agree not to voluntarily take a position inconsistent with the foregoing on their Federal, state or local income tax returns.
Financial Reporting/Tax Characterization. All parties hereto intend to treat, for all US federal and state income tax purposes, the Lessee as the owner of the Property. Lessee agrees to obtain advice from its own accountants and tax counsel regarding the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. Lessee further agrees that Lessee shall not rely upon any statement of any Financing Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or tax characterization.
Financial Reporting/Tax Characterization. Lessee agrees to obtain advice from its own accountants and tax counsel regarding the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. Lessee further agrees that Lessee shall not rely upon any statement of any Financing Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or tax characterization. Lessee further agrees that no Financing Party shall have any liability (including without limitation with respect to any act or omission on the part of any Financing Party) with respect to the financial reporting treatment and/or the tax characterization of the transactions described in the Operative Agreements.
Financial Reporting/Tax Characterization. Each Financing Party and each Credit Party agrees to obtain advice from its own accountants and tax counsel regarding the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. Each Financing Party and each Credit Party further agrees that it shall not rely upon any statement of any other Financing Party or Credit Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or tax characterization. Each Financing Party and each Credit Party further agrees that no other Financing Party or Credit Party shall have any liability (including without limitation with respect to any act or omission on the part of such party) with respect to the financial reporting treatment and/or the tax characterization of the transactions described in the Operative Agreements.
Financial Reporting/Tax Characterization. The parties hereto intend that (i) for financial accounting purposes with respect to the Lessee, the Lessor will be treated as the owner and the lessor of the Property and the Lessee will be treated as the lessee of the Property and (ii) for all other purposes, including United States federal, state and local income tax purposes, and real estate law, commercial law and bankruptcy law purposes, (A) the Lease will be treated as a financing arrangement, (B) the Lessor will be deemed a lender making a loan to the Lessee in an amount equal to the sum of the Loan plus the Holder Advance, which loan is secured by the Property, and (C) the Lessee will be treated as the owner of the Property and will be entitled to all tax benefits available to the owner of the Property. Nevertheless, the Lessee acknowledges and agrees that none of the Financing Parties has made, or shall be deemed to have made, any representation or warranty with respect to the matters described in the preceding sentence and that the Lessee has obtained and relied upon such tax, accounting and legal advice from its own accountants and counsel concerning the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. Lessee further agrees that Lessee shall not rely upon any statement of any Financing Party or any of their respective Affiliates and/or Subsidiaries regarding any such financial reporting treatment and/or tax characterization.
Financial Reporting/Tax Characterization. All parties hereto intend and agree to consistently treat, for all US federal and state income tax purposes, the Lessee as the owner of the Property. Lessee agrees to obtain advice from its own accountants and tax counsel regarding the financial reporting treatment and the tax characterization of the transactions described in the Operative Agreements. Lessee further agrees that except as hereafter provided in this Section 12.14, Lessee shall not rely upon any statement of any Financing Party or any of their respective Affiliates and/ or Subsidiaries regarding any such financial reporting treatment and/or tax characterization. The Lessor acknowledges that the Lessee and its auditors will be relying upon the information provided pursuant to Sections 8.2(b), (c) and (d) hereof, the representation of the Lessor contained in the last sentence of Section 6.1(a) hereof, and the Lessor Confirmation Letters for purposes of determining consolidation under FASB Interpretation No. 46.
