Common use of Tax Treatment as Assets Over Merger Clause in Contracts

Tax Treatment as Assets Over Merger. 1.3.1 SCOLP and Contributor acknowledge and agree that, for Federal income tax purposes, the contribution of the Membership Interests to SCOLP, immediately followed by the liquidation of Contributor (as described in Section 1.2 hereof), shall constitute an "assets over merger” of Contributor with and into SCOLP, with SCOLP being treated as the continuing partnership, under Section 708 of the Code and Treasury Regulation Section 1.708-1(c)(3)(i). SCOLP and Contributor agree to file income tax returns consistent with such treatment of the transactions described herein as an “assets over merger” thereunder.

Appears in 2 contracts

Samples: Contribution Agreement (Sun Communities Inc), Contribution Agreement (Sun Communities Inc)

AutoNDA by SimpleDocs

Tax Treatment as Assets Over Merger. 1.3.1 SCOLP and Contributor acknowledge and agree that, for Federal income tax purposes, the contribution of the Membership Interests to SCOLP, immediately followed by the liquidation of Contributor the Holding Companies (as described in Section 1.2 hereof), shall constitute an "assets over merger” of Contributor the Holding Companies with and into SCOLP, with SCOLP being treated as the continuing partnership, under Section 708 of the Code and Treasury Regulation Section 1.708-1(c)(3)(i). SCOLP and Contributor agree to file income tax returns consistent with such treatment of the transactions described herein as an “assets over merger” thereunder.

Appears in 2 contracts

Samples: Contribution Agreement (Sun Communities Inc), Contribution Agreement (Sun Communities Inc)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.