Partnership Classification for Tax Purposes. Each Partner recognizes, agrees and intends that, for U.S. federal and state income tax purposes, the Partnership shall be classified as a partnership. The General Partner shall not permit the Partnership to elect, and the Partnership shall not elect, to be treated as an association taxable as a corporation for U.S. federal, state or local income tax purposes under Treasury Regulations Section 301.7701-3(a) or under any corresponding provision of state or local law.
Partnership Classification for Tax Purposes. Each Member recognizes ------------------------------------------- and intends that for federal income tax purposes the Company will be classified as a partnership, and the Members will not make any election or take any action that would cause the relationship of the Members under this Agreement to be excluded from the application of all or any part of Subchapter K of Chapter 1 of Subtitle A of the Code or from any successor provisions to Subchapter K under the Code or from any similar provisions of applicable state laws.
Partnership Classification for Tax Purposes. Except to the extent otherwise required by applicable law (disregarding for this purpose any requirement that can be avoided through the filing of an election or similar administrative procedure), the General Partner shall cause the Partnership to take the position that the Partnership is a “partnership” for applicable United States (including federal, State and local) income tax purposes and shall cause to be filed with the appropriate tax authorities any elections or other documents necessary to give due legal effect to such position. A Partner shall not file (and each Partner hereby represents that it has not filed) any income tax election or other document that is inconsistent with the Partnership’s position regarding its classification as a “partnership” for applicable United States (including federal, State and local) income tax purposes.
Partnership Classification for Tax Purposes. Each Member recognizes and intends that for federal income tax purposes the Company will be classified as a partnership and that the Tax Matters Partner shall make any election by the Company necessary for such treatment.
Partnership Classification for Tax Purposes. Each Partner recognizes, agrees and intends that, for U.S. federal and state income tax purposes, the Partnership shall be
Partnership Classification for Tax Purposes. Except to the extent otherwise required by applicable law (disregarding for this purpose any requirement that can be avoided through the filing of an election or similar administrative procedure), the Manager shall cause the Company and the Manager of each Series shall cause each Series to take the position that the Company and each such Series is a “partnership” for applicable United States (including federal, State and local) income tax purposes and shall cause to be filed with the appropriate tax authorities any elections or other documents necessary to give due legal effect to such position. A Member shall not file (and each Member hereby represents that it has not filed) any income tax election or other document that is inconsistent with such position regarding the Company’s and each Series’ classification as a “partnership” for applicable United States (including federal, State and local) income tax purposes.
Partnership Classification for Tax Purposes. Except to the extent otherwise required by applicable law (disregarding for this purpose any requirement that can be avoided through the filing of an election or similar administrative procedure), the Tax Matters Partner shall cause the Company to take the position that the Company is a “partnership” for Federal, State and local income tax purposes and shall cause to be filed with the appropriate tax authorities any elections or other documents necessary to give due legal effect to such position. A Member shall not file (and each Member hereby represents that it has not filed) any income tax election or other document that is inconsistent with the Company’s position regarding its classification as a “partnership” for applicable Federal, State and local income tax purposes.
Partnership Classification for Tax Purposes. The Members intend that the Company be treated as a partnership for federal, state and local income tax purposes and that each wholly owned Subsidiary, including the HoldCo and Project Companies, be treated as a disregarded entity to the extent allowed for federal, state and local income tax purposes. The Company and each Subsidiary shall not elect to be treated as a corporation under Treasury Regulation Section 301.7701-3(b) (or any corresponding provisions of state or local law), and the Company and each Member shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment.
Partnership Classification for Tax Purposes. The Company is intended to be a partnership for U.S. federal, state and local income tax purposes and the Tax Matters Member shall cause to be filed with the appropriate tax authorities any elections or other documents necessary to give due legal effect to such position, if any. No Member shall file (and each Member hereby represents that it has not filed) any income tax election or other document that is inconsistent with the Company’s position regarding its classification as a “partnership” for applicable Federal, State and local income tax purposes. International Disclosure Schedule None. Monaco Disclosure Schedule None.
Partnership Classification for Tax Purposes. Each Member acknowledges and agrees that this Agreement creates a partnership for federal and state income tax purposes, and hereby agrees not to elect to be excluded from the application of Subchapter K of Chapter I of Subtitle A ofthe Code or any similar state statute or to elect to be taxable as an association for federal or state tax purposes. Notwithstanding the foregoing, the Company has been formed as a limited liability company under the Act and the Members expressly disclaim any intention to form a partnership under either the Delaware Revised Uniform Partnership Act, the Delaware Revised Uniform Limited Partnership Act or any other partnership Law. The Members do not intend to be partners to one another or partners as to any third party. To the extent any Member, by word or action, represents to another Person that any other Member is a partner or that the Company is a partnership (other than for federal and state income tax purposes), the Member making such wrongful representation shall be liable to another Member who incurs personal liability by reason of.such wrongful representation. Nothing herein shall be construed to make the Members joint venturers or partners, other than in their capacity as such for relevant income tax purposes by reason oftheir membership herein.
