Common use of Tax Matters Partner; Tax Elections Clause in Contracts

Tax Matters Partner; Tax Elections. UniCo will be the “tax matters partner” for purposes of this Agreement. UniCo agrees to provide promptly to the Blackstone Entities all material notices and communications UniCo receives in its capacity as tax matters partner. If UniCo is required to make any elections as tax matters partner, such election will be made only with the consent of the Blackstone Entities, which consent will not be unreasonably withheld; without limiting the foregoing, the Blackstone Entities shall be consulted with respect to the choice of methods under Section 704(c) of the Code. Notwithstanding anything in this Agreement to the contrary, UniCo shall cause the Partnership to file an election under Section 754 of the Code effective for the taxable year of the transfers contemplated by the fourth recital to this Agreement if so requested by the Blackstone Entities (in their sole and absolute discretion).

Tax Matters Partner; Tax Elections. UniCo will be the “tax matters partner” for purposes of this Agreement. UniCo agrees to provide promptly to the Blackstone Entities Partners all material notices and communications UniCo receives in its capacity as tax matters partner. If UniCo is required to make any elections as tax matters partner, such election will be made only with the consent of the Blackstone EntitiesPartners, which consent will not be unreasonably withheld; without limiting the foregoing, the Blackstone Entities Partners shall be consulted with respect to the choice of methods under Section 704(c) of the Code. Notwithstanding anything in this Agreement to the contrary, UniCo shall cause the Partnership to file an election under Section 754 of the Code effective for the taxable year of the transfers contemplated by the fourth recital to this Agreement if so requested by the Blackstone Entities Partners (in their sole and absolute discretion).

Tax Matters Partner; Tax Elections. UniCo will be the “tax matters partner” for purposes of this Agreement. UniCo agrees to provide promptly to the Blackstone Entities USE all material notices and communications UniCo receives in its capacity as tax matters partner. If UniCo is required to make any elections as tax matters partner, such election will be made only with the consent of the Blackstone EntitiesPartners, which consent will not be unreasonably withheld; without limiting the foregoing, the Blackstone Entities Partners shall be consulted with respect to the choice of methods under Section 704(c) of the Code. Notwithstanding anything in this Agreement to the contrary, UniCo shall cause the Partnership to file an election under Section 754 of the Code effective for the taxable year of the transfers contemplated by the fourth recital to this Agreement if so requested by the Blackstone Entities Partners (in their sole and absolute discretion).