Common use of FIRPTA Tax Certificates Clause in Contracts

FIRPTA Tax Certificates. At or prior to the Closing, the Company shall deliver to Acquiror in a form reasonably acceptable to Acquiror, a properly executed certification that shares of Company Common Stock are not “United States real property interests” in accordance with Treasury Regulation Section 1.1445-2(c)(3), together with a notice to the IRS (which shall be filed by Acquiror with the IRS at or following the Closing) in accordance with the provisions of Section 1.897-2(h)(2) of the Treasury Regulations.

Appears in 3 contracts

Samples: Business Combination Agreement (DHC Acquisition Corp.), Business Combination Agreement (DHC Acquisition Corp.), Business Combination Agreement (BioPlus Acquisition Corp.)

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FIRPTA Tax Certificates. At On or prior to the Closing, the Company shall deliver to Acquiror in a form reasonably acceptable to Acquiror, the SPAC a properly executed certification that shares of Company Common Stock are not “United States U.S. real property interests” in accordance with the Treasury Regulation Section 1.1445-2(c)(3)Regulations under Sections 897 and 1445 of the Code, together with a notice to the IRS (which shall be filed by Acquiror the SPAC with the IRS at or following the Closing) in accordance with the provisions of Section 1.897-2(h)(2) of the Treasury Regulations.

Appears in 3 contracts

Samples: Business Combination Agreement (Anzu Special Acquisition Corp I), Business Combination Agreement (Tailwind Acquisition Corp.), Business Combination Agreement (Tailwind Acquisition Corp.)

FIRPTA Tax Certificates. At On or prior to the Closing, the Company shall deliver to Acquiror in a form reasonably acceptable to Acquiror, SPAC a properly executed certification that shares of Company Common Stock are not “United States U.S. real property interests” in accordance with the Treasury Regulation Section 1.1445-2(c)(3)Regulations under Sections 897 and 1445 of the Code, together with a notice to the IRS (which shall be filed by Acquiror SPAC with the IRS at or following the Closing) in accordance with the provisions of Section 1.897-2(h)(2) of the Treasury Regulations.

Appears in 2 contracts

Samples: Business Combination Agreement (OTR Acquisition Corp.), Business Combination Agreement (OTR Acquisition Corp.)

FIRPTA Tax Certificates. At On or prior to the Closing, the Company shall deliver have delivered to Acquiror in a form reasonably acceptable to Acquiror, Parent a properly executed certification that shares of Company Common Stock are not “United States U.S. real property interests” in accordance with the Treasury Regulation Section 1.1445-2(c)(3)Regulations under Sections 897 and 1445 of the Code, together with a notice to the IRS (which shall be filed by Acquiror Parent with the IRS at or following the Closing) in accordance with the provisions of Section 1.897-2(h)(2) of the Treasury Regulations.

Appears in 1 contract

Samples: Business Combination Agreement (New Beginnings Acquisition Corp.)

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FIRPTA Tax Certificates. At On or prior to the Closing, the Company shall deliver to Acquiror in a form reasonably acceptable to Acquiror, InterPrivate a properly executed certification that shares of Company Common Stock are not “United States U.S. real property interests” in accordance with the Treasury Regulation Section 1.1445-2(c)(3)Regulations under Sections 897 and 1445 of the Code, together with a notice to the IRS (which shall be filed by Acquiror InterPrivate with the IRS at or following the Closing) in accordance with the provisions of Section 1.897-2(h)(2) of the Treasury Regulations.

Appears in 1 contract

Samples: Business Combination Agreement (InterPrivate Acquisition Corp.)

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