No Partnership Intended for Nontax Purposes. The Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership under the laws of the State of Delaware or any other jurisdiction. By executing this Agreement, the Members do not intend to be partners as to one another, or partners as to any third party, for any purpose other than federal, state, local or foreign tax purposes.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Paulsboro Natural Gas Pipeline Co LLC), Operating Agreement (Sunoco LP), Operating Agreement (Energy Transfer Partners, L.P.)
No Partnership Intended for Nontax Purposes. The Members have Company has been formed the Company under the Act, Delaware LLC Act and the Members expressly do not intend hereby deny any intent to form a partnership under the laws of the State of Delaware law or any other jurisdictionlaw, or a corporation under Delaware law or any other law. By executing this Agreement, the The Members do not intend to be partners with each other except as to one anotherprovided in the next sentence, or partners as to with any third party. However, the Members intend that the Company be treated as a partnership for any purpose other than U.S. federal, state, state and local or foreign tax purposes, if the Members under applicable tax law can choose the form of tax treatment for the Company.
Appears in 5 contracts
Samples: Assignment and Assumption Agreement, Limited Liability Company Agreement (American Medical Alert Corp), Limited Liability Company Agreement (HUGHES Telematics, Inc.)
No Partnership Intended for Nontax Purposes. The Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership under either the laws of Delaware Uniform Partnership Act or the State of Delaware Revised Uniform Limited Partnership Act or any other jurisdictiona corporation under the Delaware General Corporation Law. By executing this Agreement, the The Members do not intend to be partners as one to one another, or partners as to any third party, . The Members hereto agree and acknowledge that the Company and each separate Series may be treated as a separate partnership for any purpose federal income tax and other than federal, state, local or foreign tax pertinent purposes.
Appears in 4 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Operating Agreement (HomeStreet, Inc.), Limited Liability Company Operating Agreement (HomeStreet, Inc.)
No Partnership Intended for Nontax Purposes. The Members have formed the Company under the Act, and expressly do not intend deny any intent hereby to form a partnership under Delaware law, including a partnership under the laws Delaware Revised Uniform Limited Partnership Act, or a corporation under the Delaware General Corporate law. Except for purposes of the State of Delaware or any other jurisdiction. By executing this Agreementfederal, state and local taxes, the Members do shall not intend to be partners as to one another, or partners as to any third party, for any purpose other than federal, state, local or foreign tax purposes.
Appears in 1 contract
Samples: Operating Agreement
No Partnership Intended for Nontax Purposes. The Members have formed the Company under the Act, and expressly parties to this Agreement agree to form a limited liability company taxed as a partnership but do not intend hereby to form a partnership or joint venture under the laws Laws of the State of Delaware or any other jurisdiction. By executing , and the parties intend that no Member or Manager be a partner or joint venturer of any other Member or Manager as a result of this Agreement, the Members do . This Agreement may not intend be construed to be partners as to one another, or partners as to any third party, for any purpose other than federal, state, local or foreign tax purposessuggest otherwise.
Appears in 1 contract
Samples: Operating Agreement (Global Partner Acquisition Corp.)
No Partnership Intended for Nontax Purposes. The Members have formed the Company under the LLC Act, and expressly do not intend hereby to form a partnership under either the laws of Delaware Revised Uniform Partnership Act or the State of Delaware or any other jurisdictionUniform Limited Partnership Act. By executing this Agreement, the The Members do not intend to be partners as one to one another, or partners as to any third party, for any purpose other than federal, state, local or foreign tax purposes.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Cemex Sa De Cv)
No Partnership Intended for Nontax Purposes. The Members have formed the Company under the Act, and expressly do not intend deny any intent hereby to form a partnership under Delaware law, including a partnership under the laws Delaware Revised Uniform Limited Partnership Act, or a corporation under the DGCL. Except for purposes of the State of Delaware or any other jurisdiction. By executing this Agreementfederal, state and local taxes, the Members do not intend to be partners as to one another, or partners as to any third party, for any purpose other than federal, state, local or foreign tax purposes.
Appears in 1 contract
Samples: Limited Liability Company Agreement (TNP Strategic Retail Trust, Inc.)
No Partnership Intended for Nontax Purposes. The Members have formed the Company under the Act, Act and expressly do not intend hereby to form a partnership under either the laws of Delaware Uniform Partnership Act nor the State of Delaware or any other jurisdictionUniform Limited Partnership Act. By executing this Agreement, the The Members do not intend to be partners as one to one another, or partners as to any third party. To the extent any Member, for by word or action, represents to another Person that any purpose other than federal, state, local Member is a partner or foreign tax purposes.that the Company is
Appears in 1 contract
