Synthetic Fuel Facilities. (a) The Company shall take all reasonably necessary action to ensure that the credit for producing fuel from a nonconventional source provided under Section 29 of the Code is available and is maintained with respect to each of the Company's and its licensee's facilities for producing synthetic fuels ("Facilities") including, without limitation, ensuring that the Facilities produce "qualified fuels" (as defined in Section 29(c) of the Code) and such qualified fuels are sold to persons that are not "related persons" (as defined in Section 29(d)(7) of the Code). Each of the Facilities was placed in service before July 1, 1998, in each case pursuant to a binding written contract in effect on or before December 31, 1996. For purposes of this Section 4.31, each representation made regarding licensees of the Company is made to the knowledge of the Company. (b) Each of the representations and warranties made by any of the Company, its Subsidiaries or its licensees in obtaining any private letter ruling from the Internal Revenue Service was true and correct in all material respects when made and as of the date the ruling was issued. (c) Set forth on Schedule 4.31 is each private letter ruling obtained from the Internal Revenue Service regarding the Facilities which is addressed to the Company or any of its licensees or is otherwise able to be relied upon by the Company. To the Company's Knowledge, (i) no private letter ruling listed on Schedule 4.31 has been amended, rescinded or revoked since the date of issuance, and (ii) there exists no reason that the Internal Revenue Service would deny a request by the Company or any owner of the Facilities for a private letter ruling with regard to the Facilities owned by the Company or any of its licensees.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Oz Management LLC), Securities Purchase Agreement (Covol Technologies Inc)
Synthetic Fuel Facilities. (a) The Company shall take all reasonably necessary action to ensure that the credit for producing fuel from a nonconventional source provided under Section 29 of the Code is available and is maintained with respect to each of the Company's and its licensee's facilities for producing synthetic fuels ("Facilities") including, without limitation, ensuring that the Facilities produce "qualified fuels" (as defined in Section 29(c) of the Code) and such qualified fuels are sold to persons that are not "related persons" (as defined in Section 29(d)(7) of the Code). Each of the Facilities was placed in service before July 1, 1998, in each case pursuant to a binding written contract in effect on or before December 31, 1996. For purposes of this Section 4.314.30, each representation made regarding licensees of by the Company is made to the knowledge of the Company.
(b) Each of the representations and warranties made by any of the Company, its Subsidiaries or its licensees in obtaining any private letter ruling from the Internal Revenue Service was true and correct in all material respects when made and as of the date the ruling was issued.
(c) Set forth on Schedule 4.31 4.30 is each private letter ruling obtained from the Internal Revenue Service regarding the Facilities which is addressed to the Company or any of its licensees or is otherwise able to be relied upon by the Company. To the Company's Knowledgeknowledge, (i) no private letter ruling listed on Schedule 4.31 4.30 has been amended, rescinded or revoked since the date of issuance, and (ii) there exists no reason that the Internal Revenue Service would deny a request by the Company or any owner of the Facilities for a private letter ruling with regard to the Facilities owned by the Company or any of its licensees.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Covol Technologies Inc), Securities Purchase Agreement (Covol Technologies Inc)