Common use of Safe Harbor Election Clause in Contracts

Safe Harbor Election. (a)By executing this Agreement, each Unitholder authorizes and directs the Company to elect to have the “Safe Harbor” described in the proposed Revenue Procedure set forth in Internal Revenue Service Notice 2005-43 (the “Notice”) apply to any interest in the Company transferred to a service provider by the Company on or after the effective date of such Revenue Procedure in connection with services provided to the Company. For purposes of making such Safe Harbor election, the Tax Matters Partner is hereby designated as the “partner who has responsibility for federal income tax reporting” by the Company and, accordingly, execution of such Safe Harbor election by the Tax Matters Partner constitutes execution of a “Safe Harbor Election” in accordance with Section 3.03(1) of the Notice. The Company and each Unitholder hereby agrees to comply with all requirements of the Safe Harbor described in the Notice, including, without limitation, the requirement that each Unitholder shall prepare and file all federal income tax returns reporting the income tax effects of each interest in the Company issued by the Company covered by the Safe Harbor in a manner consistent with the requirements of the Notice.

Safe Harbor Election. (a)By By executing this Agreement, each Unitholder Member authorizes and directs the Company to elect to have the “Safe Harbor” described in the proposed Revenue Procedure set forth in Internal Revenue Service Notice 2005-43 (the “Notice”) apply to any interest in the Class C Units or similar Units of the Company transferred to a service provider by the Company on or after the effective date of such Revenue Procedure in connection with services provided to the Company. For purposes of making such Safe Harbor election, the Tax Matters Partner is hereby designated as the “partner who has responsibility for federal income tax reporting” by the Company and, accordingly, that execution of such Safe Harbor election by the Tax Matters Partner constitutes execution of a “Safe Harbor Election” in accordance with Section 3.03(1) of the Notice. The In the event such election is made, the Company and each Unitholder Member hereby agrees agree to comply with all requirements of the Safe Harbor described in the Notice, including, without limitation, including the requirement that each Unitholder Member shall prepare and file all federal income tax returns reporting the income tax effects of each interest Safe Harbor Partnership Interest (as defined in the Company Notice) issued by the Company covered by the Safe Harbor in a manner consistent with the requirements of the Notice.

Safe Harbor Election. (a)By By executing this Agreement, each Unitholder Member authorizes and directs the Company to elect to have the “Safe Harbor” described in the proposed Revenue Procedure set forth in Internal Revenue Service Notice 2005-43 (the “Notice”) apply to any interest in the Company transferred to a service provider by the Company on or after the effective date of such Revenue Procedure or final Regulations issued with respect thereto in connection with services provided to the Company. For purposes of making such Safe Harbor election, the Tax Matters Partner ADP-CFK is hereby designated as the “partner Partner who has responsibility for federal income tax reporting” by the Company and, accordingly, execution of such Safe Harbor election by the Tax Matters Partner ADP-CFK constitutes execution of a “Safe Harbor Election” in accordance with Section 3.03(1) of the Notice, or similar provision of final Regulations issued with respect to such Safe Harbor election. The Company and each Unitholder Member hereby agrees agree to comply with all requirements of the Safe Harbor described in the Notice, includingand any requirements as may be set forth in the final Regulations issued with respect to the Safe Harbor election, without limitation, including the requirement that each Unitholder Member shall prepare and file all federal income tax returns reporting the income tax effects of each Company interest in the Company issued by the Company covered by that qualifies for the Safe Harbor in a manner consistent with the requirements of the NoticeNotice or such Regulations.