Protective TRS Election Clause Samples
The Protective TRS Election clause allows a party to designate a transaction as a Total Return Swap (TRS) for regulatory or risk management purposes. In practice, this clause is typically invoked when there is uncertainty about the classification of a transaction under relevant laws or regulations, enabling the party to proactively treat the transaction as a TRS to ensure compliance. Its core function is to mitigate regulatory risk by providing a mechanism for parties to align their contractual arrangements with evolving legal requirements, thereby avoiding potential penalties or disputes.
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Protective TRS Election. The Parent shall make an annual protective election jointly with ▇▇ ▇▇▇▇▇ Realty Corp. (“SLG REIT”) for the Parent to be a “taxable REIT subsidiary,” as defined in Section 856(l)(1) of the Code, of SLG REIT by executing an Internal Revenue Service Form 8875 (or any successor form), which election shall state that it is to be effective only if the Parent does not qualify as a REIT for any period covered by such election. The Parent shall deliver such executed form to SLG REIT with respect to each year no later than January 21 of each year for execution and filing by SLG REIT.
Protective TRS Election. On the date of the purchase of Shares pursuant to the Offer, the Company shall make a protective election jointly with Parent for the Company to be a “taxable REIT subsidiary” (a “TRS”), as defined in Section 856(l)(1) of the Code, of Parent by executing an Internal Revenue Service Form 8875 (or any successor form), effective as of the date of the purchase of Shares pursuant to the Offer, which election shall state that it is to be effective only if the Company does not qualify as a REIT for any period covered by such election.
Protective TRS Election. The Company shall have cooperated with the Investor with respect to making an initial, and subsequent annual, protective TRS elections and other filings that it is required to make in connection with such protective TRS election. New protective elections are anticipated to be filed by the Investor in January of each year beginning in 2015.