No Tax Election Clause Samples
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No Tax Election. The Member shall not make an election to have the Company treated as an association taxable as a corporation for federal income tax purposes. The Company shall be treated as disregarded from its sole owner for purposes of U.S. federal income tax.
No Tax Election. None of Methode or any of its Affiliates (including, without limitation, prior to the transactions contemplated hereby, Stratos Lightwave LLC), Stratos or any of its Affiliates (including, without limitation, subsequent to the transactions contemplated hereby, Stratos Lightwave, LLC) or any of their respective Representatives shall make any election under Treasury Regulations promulgated under Section 7701 of the Code (or any successor regulation or provision), or otherwise take any action, or fail to take any action, that could cause Stratos Lightwave LLC not to be disregarded as an entity separate from its owner for U.S. federal income tax purposes.
No Tax Election. The Board of Directors shall not make an election to have the Company treated as an association taxable as a corporation for federal income tax purposes.
No Tax Election. API and Seller shall cause no Tax election to be made by, or with respect to, the Company or any of its Subsidiaries and shall cause no amended Tax Return or refund claim to be filed by, or with respect to, the Company or any of its Subsidiaries, unless Buyer shall provide its written consent. Notwithstanding the foregoing, the Affiliated Group shall be entitled to file an amended Tax Return or refund claim on behalf of such Group, provided the adjustments on such amended Tax Return or such refund claim do not relate to the Company or any of its Subsidiaries.
No Tax Election. 37 (i) Indemnification for Post-Closing Transactions............... 38 (j) Post-Closing Transactions not in the Ordinary Course........ 38 5.12 Burbank Airport Industrial Center Lease.......................... 38 5.13
No Tax Election. Neither Buyer nor Merger Sub shall make any election under the Code with respect to the Merger or any part thereof, which could adversely affect Seller or the Persons who prior to the Effective Time constitute its stockholders (for tax purposes), without the prior written approval or consent of those Persons who are the owners of a majority of the outstanding Seller Common Stock immediately prior to the Effective Time. Seller, however, acknowledges that consummation of the Cash-Out Merger will result in a termination of the "S" corporation status of Seller, and Buyer has not made and does not make any representation, warranty or covenant to Seller relating to the tax consequences of such termination to the stockholders of Seller.
No Tax Election. From the date hereof through the Closing, the Partnership shall not make any election for tax purposes without the prior written approval of the GP Buyer.
No Tax Election. The Purchaser shall not make any election with respect to the Company under Section 338(h)(10) of the Internal Revenue Code without first providing for certain make whole payments to the Shareholders as approved in writing by the Shareholder Representative.
No Tax Election. Purchaser shall not make, and agrees to prevent the Target Companies from making, any tax election for U.S. income tax purposes that might adversely affect the Sellers without the prior written consent of the Sellers, which shall not be unreasonably withheld, taking into account any compensation provided by Purchaser to Sellers.
No Tax Election. On or before the Closing, the Company shall not make any Tax election, or settle or compromise any federal, state, local or foreign Tax liability or file or amend any Tax Return.