Real Estate Holding Company. To facilitate the overall development of the Project, the Developer may, assign its rights and obligations under one or more of the Ground Lease Agreements to one or more entities to be formed by the Developer (the “Holding Company or Holding Companies” as the case may be) as further set forth in the Ground Lease Agreements.
Real Estate Holding Company. To facilitate the overall development of the Project, the Developer may, prior to the Real Estate Closing, assign its rights under the Purchase Agreement to an entity to be formed by the Developer (the “Holding Company”) pursuant to an agreement between Developer and Holding Company (the “Assignment Agreement”), the form of which shall be subject to the City’s approval, which shall not be unreasonably withheld. The Assignment Agreement will require the Holding Company to
(i) perform such actions to effectuate the transactions and perform the obligations and covenants contemplated by the Purchase Agreement, and (ii) cooperate with the Developer to effectuate the development of the Property according to the terms of this Agreement, including execution of the master lease contemplated in Section 2.7 below. At the Real Estate Closing, the City shall convey the Property to the Holding Company and the Holding Company shall deliver the Purchase Price to the City, all in accordance with this Agreement and the Purchase Agreement.
Real Estate Holding Company. Neither Focus nor any of its Subsidiaries has been a United States real property holding corporation within the meaning of the Section 897(c)(2) of the Code during the applicable period specified in Section 897(c)(1)(A)(ii) of the Code.
Real Estate Holding Company. NuTool is not nor has been a United States real property holding corporation within the meaning of Section 897(c)(2) of the Code and neither ASM nor Acquisition are required to withhold any taxes by virtue of the Merger by reason of Section 1445 of the Code.
Real Estate Holding Company. Neither the Company nor any of its Subsidiaries has been a United States real property holding corporation within the meaning of the Section 897(c)(2) of the Code during the applicable period specified in Section 897(c)(1)(A)(ii) of the Code.
Real Estate Holding Company. The Company is not as of the date --------------------------- hereof, has not been at any time during the preceding year, and does not anticipate becoming in the future, a "United States real property holding corporation" within the meaning of Section 897(c)(2) of the Internal Revenue Code of 1986, as amended, and the Treasury regulations promulgated thereunder.
Real Estate Holding Company. Presidio has not been a United States real property holding corporation within the meaning of the Section 897(c)(2) of the Code during the applicable period specified in Section 897(c)(1)(A)(ii) of the Code.
Real Estate Holding Company. UAB has not been a United States real property holding corporation within the meaning of the Section 897(c)(2) of the Code during the applicable period specified in Section 897(c)(1)(A)(ii) of the Code.
Real Estate Holding Company. Tri-Valley has not been a United States real property holding corporation within the meaning of the Section 897(c)(2) of the Code during the applicable period specified in Section 897(c)(1)(A)(ii) of the Code.
Real Estate Holding Company. Neither GPP nor an Affiliate has been a United States real property holding corporation with the meaning of Section 897(c)(2) of the Code.
