Common use of No Partnership Created Clause in Contracts

No Partnership Created. The parties hereto do not intend to create, and nothing herein shall be construed as creating, a partnership or joint venture for federal income tax purposes. Each party hereto agrees (i) that it does not have, or intend to form, a joint profit motive with any other party hereto or any other person with respect to any Unit, Existing Equipment Sublease or Permitted Sublease, (ii) not to hold itself out to the public as a partner with any other party hereto, (iii) not to share any profits (including rent or any other payments to which it is entitled) or losses with respect to its interest in any Unit, Existing Equipment Sublease or Permitted Sublease, and (iv) that unless (x) otherwise required by the Internal Revenue Service or like governmental authority with jurisdiction over income tax matters (the "Required Position") or (y) such party receives an opinion of its independent tax counsel that there is no "reasonable basis" (within the meaning of Treasury Regulation Section 1.6662-3(b)(3)) to claim that no partnership exists (and such party delivers notice of the receipt of such opinion or notice of the Required Position to the other parties hereto within ten (10) Business Days after its receipt of such opinion or notice of the Required Position), it will not file any partnership or other joint income tax return with respect to items of income, loss, deduction, or credit attributable to its interest in any Unit, Existing Equipment Sublease or Permitted Sublease.

No Partnership Created. The parties hereto do not intend to create, and nothing herein shall be construed as creating, a partnership or joint venture for federal income tax purposes. Each party hereto agrees (i) that it does not have, or intend to form, a joint profit motive with any other party hereto or any other person with respect to any Unit, Existing Equipment Sublease or Permitted Sublease, (ii) not to hold itself out to the public as a partner with any other party hereto, (iii) not to share any profits (including rent or any other payments to which it is entitled) or losses with respect to its interest in any Unit, Existing Equipment Sublease or Permitted Sublease, and (iv) that unless (x) otherwise required by the Internal Revenue Service or like governmental authority with jurisdiction over income tax matters (the "Required Position") or (y) such party receives an opinion of its independent tax counsel that there is no "reasonable basis" (within the meaning of Treasury Regulation Section 1.6662-3(b)(3)) to claim that no partnership exists (exists, and such party delivers notice of the receipt of such opinion or notice of the Required Position to the other parties hereto within ten (10) Business Days after of its receipt of such opinion or notice of the Required Position), it will not file any partnership or other joint income tax return with respect to items of income, loss, deduction, or credit attributable to its interest in any Unit, Existing Equipment Sublease or Permitted Sublease.