Tax Effects. THE FEDERAL TAX CONSEQUENCES OF EMPLOYEE STOCK OPTIONS ARE COMPLEX AND SUBJECT TO CHANGE. ACCORDINGLY, AN OPTIONEE ( OR HIS OR HER GUARDIAN, ESTATE OR LEGATEE) SHOULD CONSULT WHIT HIS OR HER OWN TAX ADVISOR BEFORE EXERCISING ANY OPTION OR DISPOSING OF ANY SHARES ACQUIRED UPON THE EXERCISE OF AN OPTION.
Tax Effects. The parties intend that the transactions ----------- described in this Agreement, the ART Merger Agreement and the Plan of Reorganization constitute a single plan that is treated for federal income tax purposes as an integrated transaction described in and satisfying each of the requirements of Section 351 of the Code and the regulations thereunder (and any similar provisions of state laws) pursuant to which (i) each shareholder of ART is treated as transferring all of its ART stock to Newco in exchange for Newco stock, (ii) each limited partner of NRLP, other than ART (and its wholly owned subsidiaries), is treated as transferring all of its NRLP Units to Newco in exchange for Newco stock and (iii) immediately after the transactions described in (i) and (ii), the former shareholders of ART and the former limited partners of NRLP, other than ART (and its wholly owned subsidiaries), as a group, are in "control" of Newco (as such term is defined in Section 368(c) of the Code). The parties intend that no transactions other than the transactions described in this Agreement, the ART Merger Agreement and the Plan of Reorganization be considered part of the integrated transaction for purposes of determining the group in "control" of Newco immediately after these transactions.
Tax Effects. The Company makes no representation as to whether or not any payments received by Consultant hereunder will be treated as includible in or excludable from gross income for purposes of any tax.
Tax Effects. The Transfer of the interest shall not, to the ----------- reasonable satisfaction of the General Partner, cause the Partnership to (A) terminate within the meaning of Section 708 of the Code; (B) qualify as a "publicly traded partnership" within the meaning of Section 469(k), 512(c)(2) or 7704 of the Code; or (C) be classified for Federal income tax purposes as an association taxable as a corporation.
Tax Effects. The Company makes no warranties or representations with regard to the tax effects or results of this Agreement. Executive shall be deemed to have relied upon his own tax advisors with regard to such effects.
Tax Effects. Purchaser understands that the tax consequences to Purchaser as a result of this transaction depend on Purchaser’s individual circumstances and the characterization of this transaction. Further, Purchaser will be responsible for any personal tax liability, whether federal, state or local, as a result of this transaction and Purchaser’s ownership of the Shares. Purchaser has consulted with Purchaser’s own advisor(s) with respect to this transaction and has not relied on any advice from the Company or any of its officers, directors, agents or representatives.
Tax Effects. Neither the Authority, the Board, nor the Trustee make any warranty or other representation as to whether any payments received will be treated as includible in gross income for federal or state income tax purposes.
Tax Effects. Any Indemnity Payment shall be increased as necessary so that, after making all payments corresponding to Taxes imposed on or attributable to such Indemnity Payment, the Indemnitee receives an amount equal to the sum it would have received had no such Taxes been imposed.
Tax Effects. The Company makes no warranties or representations with regard to the tax effects or results of this Plan. The Executive participating under this Plan shall be deemed to have relied upon his own tax advisors with regard to such effects.
Tax Effects. Until a right is exercised, the holder thereof, as such, will have no rights as a stockholder of the Company, including, without limitation, the right to vote or to receive dividends. While the distribution of the rights will not be taxable to stockholders or to the Company, stockholders may, depending upon the circumstances, recognize taxable income in the event that the rights become exercisable for shares of common stock (or other consideration) of the Company or for shares of common stock of the acquiring company as set forth above, or are redeemed as provided above.
