Tax Elections and Status. (a) The Board shall make such tax elections on behalf of the Company as it shall deem appropriate in its sole discretion. (b) The Members agree to classify the Company as a partnership for income tax purposes. Therefore, any provision hereof to the contrary notwithstanding, solely for income tax purposes, each of the Members hereby recognizes that the Company, so long as it has at least two Members, shall be subject to all provisions of subchapter K of Chapter 1 of Subtitle A of the Internal Revenue Code and, to the extent permitted by law, any comparable state or local income tax provisions. Neither the Company, any Member nor any Manager shall make an election for the Company to be excluded from the application of the provisions of subchapter K of chapter 1 of subtitle A of the Code or any similar provisions of applicable state law or to be classified as other than a partnership pursuant to Treasury Regulation Section 301.7701-3.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (Rice Energy Inc.), Limited Liability Company Agreement (Rice Energy Inc.), Master Reorganization Agreement (Rice Energy Inc.)
Tax Elections and Status. (a) The Board shall make such tax elections on behalf of the Company as it shall deem appropriate in its sole discretion.
(b) The Members agree to classify the Company as a partnership for income tax purposes. Therefore, any provision hereof to the contrary notwithstanding, solely for income tax purposes, each of the Members hereby recognizes that the Company, so long as it has at least two Members, shall be subject to all provisions of subchapter K of Chapter 1 of Subtitle A of the Internal Revenue Code and, to the extent permitted by law, any comparable state or local income tax provisions. Neither the Company, nor any Member Member, nor any Manager shall make file an election for to classify the Company to be excluded from the application of the provisions of subchapter K of chapter 1 of subtitle A of the Code or any similar provisions of applicable state law or to be classified as other than an association taxable as a partnership pursuant to Treasury Regulation Section 301.7701-3corporation for income tax purposes.
Appears in 4 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (RSP Permian, Inc.), Limited Liability Company Agreement (RSP Permian, Inc.)
Tax Elections and Status. (a) The Board shall make such tax elections on behalf of the Company as it shall deem appropriate in its sole discretion.
(b) The Members agree to classify the Company as a partnership for income tax purposes. Therefore, any provision hereof to the contrary notwithstanding, solely for income tax purposes, each of the Members hereby recognizes that the Company, so long as it has at least two Members, shall be subject to all provisions of subchapter K of Chapter 1 of Subtitle A of the Internal Revenue Code and, to the extent permitted by law, any comparable state or local income tax provisions. Neither the Company, any Member Member, nor any Manager shall make file an election for to classify the Company to be excluded from the application of the provisions of subchapter K of chapter 1 of subtitle A of the Code or any similar provisions of applicable state law or to be classified as other than an association taxable as a partnership pursuant to Treasury Regulation Section 301.7701-3corporation for income tax purposes.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Boaz Energy II, LLC), Limited Liability Company Agreement (Centennial Resource Development, Inc.), Limited Liability Company Agreement (Rice Energy Inc.)
