Reporting of Transactions. Except to the extent otherwise required by a change in applicable Tax Law or as a result of a Final Determination, neither BGC Partners nor Newmark shall, and shall not permit or cause any member of its respective Group to, take any position that is inconsistent with the treatment of (i) the Contribution and Distribution, taken together, as having Tax-Free Status (or analogous status under state, local or foreign Law), (ii) any of the Partnership Divisions as having Partnership Division Treatment (or analogous treatment under state, local or foreign Law), or (iii) any Separation Transaction in the relevant Tax Opinion(s) (to the extent still valid and in effect); provided, that in any case or with respect to any item where there is no relevant Tax Opinion, the Tax treatment of the Separation Transactions shall be as determined by BGC Partners in its sole good faith discretion.
Appears in 4 contracts
Samples: Tax Matters Agreement (Newmark Group, Inc.), Tax Matters Agreement (BGC Partners, Inc.), Tax Matters Agreement (Newmark Group, Inc.)
