Tax Matters Partners Sample Clauses

Tax Matters Partners. If there is more than one Member, the Manager shall designate the Member to be the “tax matters partner” of the Company pursuant to Section 6231(a)(7) of the Code.

Tax Matters Partners. The Managers are the “Tax Matters Partner” of the Company pursuant to Code Section 6231(a)(7).

Tax Matters Partners. The Managers shall designate one Manager to be the "tax matters partner" of the Company pursuant to Section 6231 (a) (7) of the Code. Any Manager who is designated "tax matters partner" shall take any action as may be necessary to cause each other Member to become a "notice partner" within the meaning of Section 6223 of the Code.

Tax Matters Partners. The Partners hereby appoint the Managing General Partner as the "Tax Matters Partner" for purposes of Section 6231(a)(7) of the I.R.C.

Tax Matters Partners. The Managing Member shall be the “tax matters partner” of the Company pursuant to Section 6231(a)(7) of the Code, and is hereby authorized and required to represent the Company (at the expense of the Company) in connection with all examinations of the affairs of the Company by tax authorities.

Tax Matters Partners. All the Partners hereby agree that the General Partner shall be the "Tax Matters Partner" pursuant to the Code and in connection with any audit of the federal income tax returns of the Partnership. (a) The Tax Matters Partner shall furnish to each Partner notice and information with respect to the following: closing conference with an examining agent; proposed adjustments, rights of appeal, and requirements for filing a protest; time and place of any appeals conference; acceptance by the Internal Revenue Service of any settlement offer; consent to the extension of the period of limitation with respect to all Partners; filing of a request for administrative adjustment on behalf of the Partnership; filing by the Tax Matters Partner or any other Partner of any petition for judicial review; filing of any appeal with respect to any judicial determination; and a final judicial redetermination. (b) The Tax Matters Partner shall determine to litigate any administrative determination relating to federal income tax matters, then the Tax Matters Partner shall litigate such matter in such court as the Tax Matters Partner shall decide in its sole discretion. (c) In discharging its duties and responsibilities, the Tax Matters Partner shall act as a fiduciary (1) to the Limited Partner (to the exclusion of the other Partners) insofar as tax matters related to the Tax Credits are concerned, and (2) to all of the Partners in other respects. (d) The Partners consent and agree that in connection with any audit of Partnership, or if the Tax Matters Partner withdraws from the Partnership or the Tax Matters Partner becomes Bankrupt, then the Special Limited Partner may become, in its sole discretion, a special general partner, and become the Tax Matters Partner. The Limited Partner will make no claim against the Partnership in respect of any action or omission by the Tax Matters Partner during such time as the Special Limited Partner acts as the Tax Matters Partner. (e) Nothing herein shall be construed as a waiver by the Limited Partner of any of its rights under Chapter 631 of the Code. The General Partner shall not enter into any settlement agreement purporting to bind the Limited Partner without the Limited Partner's consent.

Tax Matters Partners. The Manager shall designate a Member to be the “tax matters partner” of the Company pursuant to Section 6231(a)(7) of the Code, and such Member so designated is hereby authorized and required to represent the Company (at the expense of the Company) in connection with all examinations of the affairs of the Company by tax authorities. The Majority Member is hereby designated as the initial “tax matters partner.” The Manager and the tax matters partner shall (i) timely apprise the PAV Member of the existence of any tax administrative proceeding to which the Company is a party, (ii) arrange for the PAV Member to be a “notice partner” under Section 6231(a)(8) of the Code and (iii) send to the PAV Member in a timely manner full, complete, and accurate copies of any material correspondence or other documentation received by the tax matters partner or the Manager from the Internal Revenue Service or any other tax authority with respect to the Company. Without the prior written consent of the PAV Member, neither the Manager nor the tax matters partner shall (I) enter into any binding settlement with the Internal Revenue Service or any other tax authority with respect to the Company, (II) agree to the extension of any statute of limitations, or

Tax Matters Partners. The General Partner shall serve as the "Tax Matters Partner" which has the meaning of "tax matters partners" as set forth in Section 6231(a)(7) of the Code. The Tax Matters Partner shall apply for the Partnership's federal tax identification number and generally serve as the liaison between the Partnership and the Internal Revenue Service in the event of an audit of the Partnership, and as the primary coordinator of Partnership actions in connection with such audit. The Tax Matters Partner shall provide to the other Partners copies of all notices sent to the Partnership by the Internal Revenue Service and shall keep the other Partners informed of the progress of the tax audit. The Tax Matters Partner shall have similar responsibilities and obligations with respect to any state and/or local tax audits.

Tax Matters Partners. 5.2 Member, Tenure and Qualification....................... 5.2.1 Managers........................................ 5.2.2 Term............................................ 5.3.3 Qualification................................... 5.3