Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
Appears in 39 contracts
Samples: Limited Liability Company Agreement (Kodiak Gas Services, Inc.), Merger Agreement (CSI Compressco LP), Merger Agreement (CSI Compressco LP)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
Appears in 17 contracts
Samples: Limited Liability Company Agreement (Parsley Energy, Inc.), Limited Liability Company Agreement (Parsley Energy, Inc.), Limited Liability Company Agreement (Earthstone Energy Inc)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” solely for U.S. federal (and applicable state and local) income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for any other purpose, including for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
Appears in 16 contracts
Samples: Limited Liability Company Agreement (Hagerty, Inc.), Limited Liability Company Agreement (Hagerty, Inc.), Limited Liability Company Agreement (Atlas Energy Solutions Inc.)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal federal Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8hereto.
Appears in 6 contracts
Samples: Operating Agreement (A & B II, Inc.), Operating Agreement (Environtech Inc.), Operating Agreement (Environtech Inc.)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a “partnership” partnership for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” partnership for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member No member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8Members.
Appears in 6 contracts
Samples: Operating Agreement (Capital Cities Fund, LLC), Operating Agreement (Capital Cities Fund, LLC), Operating Agreement (Capital Cities Fund, LLC)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and applicable state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
Appears in 6 contracts
Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement (Cactus, Inc.), Limited Liability Company Operating Agreement (Cactus, Inc.)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and applicable state and local income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Golden Nugget Online Gaming, Inc.), Purchase Agreement (Landcadia Holdings II, Inc.), Limited Liability Company Agreement (Atlas Technical Consultants, Inc.)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.82.9.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (LandBridge Co LLC), Limited Liability Company Agreement (LandBridge Co LLC), Limited Liability Company Agreement (Rice Acquisition Corp. II)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a “"partnership” " for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “"partnership” " for purposes of Section 303 of the Federal federal Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8hereto.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Senior Tour Players Development Inc), Operating Agreement (Udc Homes Inc), Operating Agreement (Udc Homes Inc)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a partnership under the Internal Revenue Code of 1986 (“partnership” Code”) for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” partnership for purposes of Section 303 of the Federal federal Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8hereto.
Appears in 3 contracts
Samples: Operating Agreement, Operating Agreement (Castle Arch Real Estate Investment Company, LLC), Operating Agreement (Castle Arch Real Estate Investment Company, LLC)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a “partnership” for U.S. federal Federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. Neither the Company nor any No Member or Manager shall take any action inconsistent with the that express intent of the parties hereto as set forth in this Section 2.8intent.
Appears in 3 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Kennedy-Wilson Properties (IL)), Limited Liability Company Agreement (Kennedy-Wilson Properties (IL))
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state and applicable non-U.S. income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.82.9.
Appears in 2 contracts
Samples: Operating Agreement (Focus Financial Partners Inc.), Operating Agreement (Focus Financial Partners Inc.)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a “partnership” for U.S. federal Federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the that express intent of the parties hereto as set forth in this Section 2.8intent.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Global Clean Energy Holdings, Inc.), Limited Liability Company Agreement (Global Clean Energy Holdings, Inc.)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It Without limitation to the foregoing sentence, it is also the intent of the Members that the Company not be operated operated, deemed or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy CodeCode or any other non-tax purpose. Neither the Company nor any No Member shall take any action inconsistent with the this express intent of the parties hereto as set forth in this Section 2.8intent.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement (Lakes Entertainment Inc)
Intent. It is the intent of the Members that the Company shall be operated in a manner consistent with its treatment treated as a “partnership” for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.Code.
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” partnership for U.S. federal federal, state and state local, as applicable, income tax purposes. The Company shall take all appropriate actions to ensure that the Company will be treated as a partnership for federal, state and local income tax purposes, including the making of available tax elections. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code, or for any purposes other than tax purposes. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.82.10.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Verisign Inc/Ca)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” solely for U.S. federal (and applicable state and local) income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for any other purpose, including for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
A. OWNERSHIP AND CAPITAL CONTRIBUTIONS; CAPITAL ACCOUNTS
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Stronghold Digital Mining, Inc.), Limited Liability Company Agreement (Stronghold Digital Mining, Inc.)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “''partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
Appears in 1 contract
Intent. It is the intent of the Members that the Company shall always be operated in a the manner consistent with its treatment as a “partnershipPartnership” for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnershipPartnership” for purposes of Section 303 of the Federal federal Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8hereto.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Berkshire Income Realty Inc)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “"partnership” " for U.S. federal Federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “"partnership” " for purposes of Section 303 of the Federal Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. Neither No Member or member of the Company nor any Member Management Committee shall take any action inconsistent with the that express intent of the parties hereto as set forth in this Section 2.8intent.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Capital Trust Inc)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a “partnership” partnership for U.S. federal Federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” partnership for purposes of Section 303 of the Federal United States Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the that express intent of the parties hereto as set forth in this Section 2.8intent.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Global Clean Energy Holdings, Inc.)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” partnership for U.S. federal and applicable state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” partnership for purposes of Section 303 of the Federal Bankruptcy Code. Neither None of the Company nor Company, the Managing Member or any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.82.9.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Stryve Foods, Inc.)
Intent. It is the intent of the Members that the Company shall be operated in a manner consistent with its treatment treated as a “partnership” for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal United States Bankruptcy Code. Neither the Company nor any No Member or Managing Member shall take any action inconsistent with the either such express intent without the vote of Members owning a majority of the parties hereto as set forth in this Section 2.8Percentages of the Members.
Appears in 1 contract
Samples: Operating Agreement
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment classified as a “partnership” for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto Members as set forth in this Section 2.82.7.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Calavo Growers Inc)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” solely for U.S. federal (and applicable state and local) income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for any other purpose, including for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.. Active 100551799.4.DOCX
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Cactus, Inc.)
Intent. It is the intent of the Members that the Company shall be operated in a manner consistent with its treatment treated as a “partnership” for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
Appears in 1 contract
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “"partnership” " for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “"partnership” " for purposes of Section 303 of the Federal Bankruptcy Xxxxxx Xxxxxx Xxxxxxxxxx Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8herein.
Appears in 1 contract
Samples: Operating Agreement (Cerprobe Corp)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” partnership for U.S. federal and applicable state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” partnership for purposes of Section 303 of the Federal Bankruptcy Code. Neither None of the Company nor Company, the Manager or any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.82.9.
Appears in 1 contract
Samples: Limited Liability Company Agreement (U.S. Well Services, Inc.)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment of the Company as a “partnership” partnership for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” partnership for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8Members.
Appears in 1 contract
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8herein.
Appears in 1 contract
Samples: Operating Agreement (Rural Metro of South Dakota Inc)
Intent. It is the intent of the Members that the Company be ------ operated in a manner consistent with its treatment as a “"partnership” " for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “"partnership” " for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.1.8. -----------
Appears in 1 contract
Samples: Limited Liability Company Agreement (St John Knits Inc)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” partnership for U.S. federal and applicable state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” partnership for purposes of Section 303 of the Federal Bankruptcy Code. Neither None of the Company nor Company, the Manager or any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.2.9 ..
Appears in 1 contract
Samples: Merger and Contribution Agreement (Matlin & Partners Acquisition Corp)
Intent. It is the intent of the Members that the Company shall always be operated in a manner consistent with its treatment as a “"partnership” " for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “"partnership” for purposes " under Title 11 of the United States Code, including, without limitation, Section 303 of the Federal Bankruptcy Codethereof. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8hereto.
Appears in 1 contract
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” solely for U.S. federal (and applicable state and local) income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for any other purpose, including for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.. ARTICLE III
Appears in 1 contract
Samples: Limited Liability Company Agreement (Stronghold Digital Mining, Inc.)
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It Without limitation to the foregoing sentence, it is also the intent of the Members that the Company not be operated operated, deemed or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the this express intent of the parties hereto as set forth in this Section 2.8intent.
Appears in 1 contract
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “"partnership” " for U.S. federal Federal and state income tax purposes. It also is also the intent of the Members that the Company not be operated or treated as a “"partnership” " for purposes of Section 303 of the Federal Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the that express intent of the parties hereto as set forth in this Section 2.8intent.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Capital Trust Inc)
Intent. It is the intent of the Members that so long as there is more than one Member of the Company, the Company shall always be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It is also the further intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal federal Bankruptcy Code. Neither the Company nor any No Member shall take any action inconsistent with the express intent of the parties hereto as set forth in to this Section 2.8Operating Agreement.
Appears in 1 contract
Samples: Operating Agreement
Intent. It is the intent of the Members that the Company shall be operated in a manner consistent with its treatment treated as a “partnership” for U.S. federal and state income tax purposes. It also is also the intent of the Members that the Company is not be operated or treated as a “partnership” for purposes of Section 303 of the Federal United States Bankruptcy Code. Neither the Company nor any No Member, Manager or Managing Member shall take any action inconsistent with the either such express intent without the vote of Members owning a majority of the parties hereto as set forth in this Section 2.8Percentages of the Members.
Appears in 1 contract
Samples: Operating Agreement
Intent. It is the intent of the Members that the Company be operated in a manner consistent with its treatment as a “partnership” for U.S. federal and state income tax purposes. It is also the intent of the Members that the Company not be operated or treated as a “partnership” for purposes of Section 303 of the Federal Bankruptcy Code. Neither the Company nor any Member shall take any action inconsistent with the express intent of the parties hereto as set forth in this Section 2.8.
ARTICLE III REORGANIZATION TRANSACTIONSARTICLE III REORGANIZATION TRANSACTIONS
Appears in 1 contract
Samples: Securities Purchase Agreement (Earthstone Energy Inc)