Common use of Tax Matters Member Clause in Contracts

Tax Matters Member. The Managing Member shall act as the “tax matters partner” for the Company under Section 6231 of the Code (the “Tax Matters Member”). All expenses incurred by the Managing Member while acting in such capacity shall be paid or reimbursed by the Company. The Managing Member shall keep the other Members reasonably informed regarding actions the Managing Member takes in its capacity as Tax Matters Member and shall not take any material action in such capacity without first consulting the other Members in good faith.

Appears in 14 contracts

Samples: Limited Liability Company Agreement (RCS Capital Corp), Limited Liability Company Agreement (RCS Capital Corp), Limited Liability Company Agreement (RCS Capital Corp)

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Tax Matters Member. The Managing Member shall is specially authorized and appointed to act as the “tax matters partner” for the Company under Section 6231 of the Code (the “Tax Matters Member”)” under the Code and in any similar capacity under state or local Law. All expenses incurred by the Managing The Tax Matters Member while acting in such capacity shall be paid or reimbursed by may retain, at the Company. The Managing Member shall keep ’s expense, such outside counsel, accountants and other professional consultants as it may reasonably deem necessary in the other Members reasonably informed regarding actions the Managing Member takes in course of fulfilling its capacity obligations as Tax Matters Member and shall not take any material action in such capacity without first consulting the other Members in good faithMember.

Appears in 9 contracts

Samples: Limited Liability Company Agreement (Parsley Energy, Inc.), Limited Liability Company Agreement (Spark Energy, Inc.), Transaction Agreement Ii (Spark Energy, Inc.)

Tax Matters Member. The Managing Member shall act as be the tax matters partner” for partner within the Company under meaning of Section 6231 6231(a)(7) of the Code (the “Tax Matters Member”)Code. All expenses incurred by the Managing Member while acting tax matters partner in such capacity connection with its duties as tax matters partner shall be paid or reimbursed by expenses of the Company. The Managing Member shall keep the other Members reasonably informed regarding actions the Managing Member takes in its capacity as Tax Matters Member and shall not take any material action in such capacity without first consulting the other Members in good faith.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Grede Wisconsin Subsidiaries LLC), Limited Liability Company Agreement (Jernberg Industries, LLC)

Tax Matters Member. The Managing Member shall act as the “tax matters partner” for the Company under Section 6231 of the Code (the “Tax Matters Member”). All expenses incurred by the Managing Member while acting in such capacity shall be paid or reimbursed by the Company. The Managing Member shall keep the other Members reasonably informed regarding actions the Managing Member takes in its capacity as Tax Matters Member and shall not take any material action in such capacity without first consulting the other Members in good faith.. 26

Appears in 2 contracts

Samples: Limited Liability Company Agreement (RCS Capital Corp), Limited Liability Company Agreement (RCS Capital Corp)

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Tax Matters Member. The Managing Member shall act as the “tax matters partner” for the Company under Section 6231 of the Code (be the “Tax Matters Member”)” of the Company within the meaning of Code § 6231(a)(7) and in any similar capacity under applicable state or local law and shall have all of the power and responsibilities of such position as provided in the Code. All Any reasonable expenses incurred by the Managing Member while acting in such capacity shall be paid or reimbursed by the Company. The Managing Member shall keep the other Members reasonably informed regarding actions the Managing Member takes in its capacity as Tax Matters Member and shall not take any material action in such capacity without first consulting the other Members in good faith.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Retail Opportunity Investments Corp)

Tax Matters Member. The Managing Member shall act serve as the “tax matters partner” for the Company under Section 6231 of the Code (Company, as such term is defined in Section 6231(a)(7) of the “Tax Matters Member”). All expenses incurred by the Managing Member while acting in such capacity shall be paid or reimbursed by the CompanyCode. The Managing Member shall keep the other Members reasonably informed regarding actions the Managing Member takes Member, in its capacity as Tax Matters “tax matters partner” of the Company, shall promptly furnish the Internal Revenue Service with information, if any, sufficient to cause each Member and shall not take any material action to be treated as a “notice partner” as defined in such capacity without first consulting Section 6231(a)(8) of the other Members in good faithCode.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Blackstone Mortgage Trust, Inc.)

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