Common use of No State-Law Partnership Clause in Contracts

No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state income tax purposes, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Phillips Edison Grocery Center Reit Ii, Inc.), Limited Liability Company Agreement (Centerpoint Properties Trust), Limited Liability Company Agreement (Centerpoint Properties Trust)

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No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member by virtue or officer of this Agreementthe Company, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Notwithstanding the foregoing, the Members intend that the Company shall to be treated taxed as a partnership for federal and, if applicable, state income tax purposesunder the Code, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatmenttreatment unless otherwise required by law.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Crestwood Equity Partners LP), Contribution Agreement (Consolidated Edison Inc), Contribution Agreement (Crestwood Midstream Partners LP)

No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member Member, Director or Officer shall be a partner or joint venturer of any other Member by virtue of this AgreementMember, Director or Officer, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for federal and, if applicable, state and local income tax purposes. Except to the extent otherwise provided herein, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatmenttreatment unless otherwise required by law.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Exco Resources Inc), Limited Liability Company Agreement (Harbinger Group Inc.), Limited Liability Company Agreement (Harbinger Group Inc.)

No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member shall Member, holder of an Economic Interest, Manager or officer will be a partner or joint venturer of any other Member by virtue Member, holder of this Agreementan Economic Interest, Manager or officer for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall will not be construed to suggest otherwisethe contrary. The Members intend that the Company shall will be treated as a partnership for federal and, if applicable, state income tax purposes, and each Member and the Company shall will file all tax returns and shall will otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 3 contracts

Samples: Trademark License Agreement (KPMG Consulting Inc), Trademark License Agreement (KPMG Consulting Inc), Trademark License Agreement (KPMG Consulting Inc)

No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposesas set forth in the last sentence of this Section 2.07, and neither this Agreement nor any other document entered into by the Company or any Member relating to the subject matter hereof shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for U.S. federal and, if applicable, state or local income tax purposes, and that each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Graphic Packaging International, LLC), Assignment and Assumption Agreement (Graphic Packaging Holding Co), Assignment and Assumption Agreement (International Paper Co /New/)

No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member by virtue of this Agreementor Officer, for any purposes other than federal income and, if applicable, state income or franchise tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Members intend that the Company shall be treated as a partnership for federal income tax purposes and, if applicable, state income or franchise tax purposes, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Exopack Holding Corp), Limited Liability Company Agreement (Exopack Advanced Coatings, LLC), Limited Liability Company Agreement (Exopack Advanced Coatings, LLC)

No State-Law Partnership. (a) The Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member or Officer by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposesas is set forth in the last sentence of this Section 2.7(a), and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Duff & Phelps Corp), Limited Liability Company Agreement (Duff & Phelps Corp)

No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member by virtue of this Agreementor Officer, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state and local income tax purposes. Except to the extent otherwise provided herein, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatmenttreatment unless otherwise required by law.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Ada-Es Inc), Limited Liability Company Agreement (Ada-Es Inc)

No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member Member, Director or Officer shall be a partner or joint venturer of any other Member Member, Director or Officer by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposesas is set forth in the last sentence of this Section 2.8, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Coca Cola Bottling Co Consolidated /De/), Limited Liability Company Agreement (Coca Cola Bottling Co Consolidated /De/)

No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member by virtue of this Agreementor Officer, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for federal and, if applicable, state and local income tax purposes. Except to the extent otherwise provided herein, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatmenttreatment unless otherwise required by law.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Southcross Energy Partners, L.P.)

No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member by virtue of this Agreementor Officer, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for federal and, if applicable, state and local income tax purposes. Except to the extent otherwise provided herein, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatmenttreatment unless otherwise required by law.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Sanchez Energy Corp), Securities Purchase Agreement (Sanchez Energy Corp)

No State-Law Partnership. (a) The Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member or Officer by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposesas is set forth in the last sentence of this Section 2.8(a), and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and each Member Member, Assignee and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (PBF Energy Inc.), Limited Liability Company Agreement (PBF Energy Inc.)

No State-Law Partnership. The Members intend that the ------------------------ Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposesas set forth in the immediately following sentence, and neither this Agreement nor any other document entered into by the Company or any Member shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and the Company and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Comple Tel LLC)

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No State-Law Partnership. (a) The Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member or Officer by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposesas is set forth in the following sentence of this Section 2.8(a), and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and each Member Member, Assignee and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment. Neither the Company nor any Member shall take any action inconsistent with such treatment.

Appears in 1 contract

Samples: Limited Liability Company Agreement (TerraForm Power, Inc.)

No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including a general or limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member by virtue of this AgreementMember, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for federal and, if applicable, state and local income tax purposes. Except to the extent otherwise provided herein, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatmenttreatment unless otherwise required by law.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Empire Petroleum Partners, LP)

No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member by virtue of this Agreement, for any purposes other than federal and, if applicable, state tax purposesas set forth in the immediately following sentence, and neither this Agreement nor any other document entered into by the Company or any Member shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and the Company and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Comple Tel LLC)

No State-Law Partnership. The Except for tax purposes as set forth in the next sentence, the Members intend that the Company shall not be a partnership for state law purposes (including a general or limited partnership) or joint venture, and that no none of the Board, any Manager, any Member or any officer of the Company shall be a partner or joint venturer of any other Member by virtue of this Agreement, the others for any purposes other than federal and, if applicable, state tax purposeshereunder, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Members intend that the Company shall be treated as a partnership partnership, at any time when it has more than one Member, solely for federal and, if as applicable, state and local income tax purposes, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Calumet Specialty Products Partners, L.P.)

No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member by virtue of this Agreementagreement, for any purposes other than federal and, if applicable, state tax purposesas set forth in the immediately following sentence, and neither this Agreement nor any other document entered into by the Company or any Member shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and the Company and each Member and the Company shall file all tax and information returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 1 contract

Samples: Joinder Agreement (Agrify Corp)

No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including including, without limitation, a general or limited partnership) or joint venture, and that no Member or Officer shall be a partner or joint venturer of any other Member by virtue of this Agreementor Officer, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for U.S. federal and, if applicable, state or local income tax purposes, and that each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Aemetis, Inc)

No State-Law Partnership. The Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including a general or limited partnership) or a joint venture, and that no Member Member, Director or Officer shall be a partner or joint venturer of any other Member by virtue of this AgreementMember, Director or Officer, for any purposes other than federal and, if applicable, state tax purposes, and neither that this Agreement nor any other document entered into the Company or any Member shall not be construed to suggest otherwisethe contrary. The Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for U.S. federal and, if applicable, state and local, income tax purposes. Except to the extent otherwise provided herein, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatmenttreatment unless otherwise required by Law.

Appears in 1 contract

Samples: Limited Liability Company Agreement

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