Common use of S Corporation Status Clause in Contracts

S Corporation Status. If Target is an S Corporation, Transferor acknowledges that as a result of the consummation of the transactions contemplated by this Agreement, Target's S Corporation status will terminate as of the Closing Date. Notwithstanding anything in this Section 10 to the contrary, Transferor agrees that he will file any required S Corporation federal, state or local tax returns for Target for the period from January 1, 1997 through the Closing Date and will pay all applicable Taxes for such period. Transferor will elect under Section 1362(e)(3) of the Code not to have the pro rata allocation method of Section 1362(e)(2) of the Code apply to Target's final taxable year as an S Corporation.

S Corporation Status. If Target is an S Corporationcorporation, Transferor acknowledges that as a result of the consummation of the transactions contemplated by this Agreement, Target's S Corporation status will terminate as of the Closing Date. Notwithstanding anything in this Section 10 to the contrary, Transferor agrees that he will file any required S Corporation federal, state or local tax returns for Target for the period from January 1, 1997 through the Closing Date and will pay all applicable Taxes for such period. Transferor will elect under Section 1362(e)(3) of the Code not to have the pro rata allocation method of Section 1362(e)(2) of the Code apply to Target's final taxable year as an S Corporation.

S Corporation Status. If Target is an S Corporation, Transferor acknowledges Transferors acknowledge that as a result of the consummation of the transactions contemplated by this Agreement, Target's S Corporation status will terminate as of the Closing Date. Notwithstanding anything in this Section 10 to the contrary, Transferor agrees Transferors agree that he they will file any required S Corporation federal, state or local tax returns for Target for the period from January 1, 1997 through the Closing Date and will pay all applicable Taxes for such period. Transferor Transferors will elect under Section 1362(e)(3) of the Code not to have the pro rata allocation method of Section 1362(e)(2) of the Code apply to Target's final taxable year as an S Corporation.