Tax Treatment; Construction. (a) It is the intention of --------------------------- the parties hereto that the Trust shall be treated as a "grantor trust" for federal income tax purposes and all transactions contemplated by this Trust Agreement will be reported consistent with such treatment.
(b) The provisions of this Trust Agreement shall be construed, and the affairs of the Trust shall be conducted, so as to achieve treatment of the Trust as a "grantor trust" for federal income tax purposes.
Tax Treatment; Construction. (a) It is the intention of the parties hereto that, solely for income and franchise tax purposes, the Trust shall be treated as a grantor trust as defined under the Code or, failing that, as an organization the entire income of which is excluded from gross income under Section 115 of the Code, and all transactions contemplated by this Agreement will be reported consistently with such treatment.
(b) The provisions of this Agreement shall be construed, and the affairs of the Trust shall be conducted, so as to achieve treatment of the Trust as a grantor trust under the Code or an organization the entire income of which is excluded from gross income under Section 115 of the Code.
Tax Treatment; Construction. It is the intention of the parties hereto that, solely for federal, state and local income tax purposes (a) the Trust shall be treated as a grantor trust subject to subpart E, Part I of subchapter J of chapter 1 of subtitle A of the Code, with the assets of the grantor trust being the assets held by the Trust, and the beneficial owners being the holders of the Beneficial Interests, (b) the Trust shall be treated as an investment trust described in Section 301.7701-4(c) of the Regulations and (c) each Beneficial Owner shall be treated as a grantor of the Trust with respect to such Beneficial Owner's undivided beneficial interest in the Trust. The Trust shall not elect to be treated as an association taxable as a corporation under Section 301.7701-3(a) of the regulations of the United States Department of the Treasury for federal income tax purposes. The parties agree that, unless otherwise required by appropriate tax authorities, the Trust will file or cause to be filed annual or other necessary returns, reports and other forms consistent with the characterization of the Trust as provided in the preceding sentences of this subsection for such tax purposes.
Tax Treatment; Construction. (a) It is the intention of the parties hereto that, solely for , for purposes of federal, state and local income and franchise tax purposes taxes and any other tax imposed on or measured by income, on and after the Closing Date, the Trust will constitute that the Trust was formed for the purpose of securing financing with the Class B Interest for each Series and constitutes a security device for the repayment of amounts due to the Finance Parties and the Certificate Holders and that each Tranche and each Series Certificate will constitute debt of the applicable Sponsor, that the Tranche with respect to a Series and the Certificates of such Series constitute indebtedness of the Sponsor for such Series, and that the Class B Interest for such Series is pledged to secure the payment of such indebtedness. The parties agree that, unless otherwise required by appropriate tax authorities, the Trust will file or cause to be filed annual or other necessary returns, reports and other forms prepared by Enron pursuant to the Reimbursement and Disclosure Agreement consistent with such characterization of the Trust, the Facility Agreement and the Certificates for such tax purposes..
(b) For (b) For purposes of federal, state and local income and franchise tax purposes taxes and any other tax imposed on or measured by income, each Certificate Holder, by acceptance of a Certificate, agrees to treat, and to take no action inconsistent with, (i) the Trust as a security device for the repayment of amounts due to the Lenders and the Certificate Holders and to treat, and for such purposes to take no action inconsistent with, each Tranche and each Certificate as debt of the applicable Sponsor, (ii) the Tranche with respect to the related Series and the Certificates with respect to the related Series as indebtedness of the Sponsor for such Series, and (iii) the Class B Interest for such Series as pledged to secure the payment of such indebtedness.
(c) Neither the Trust nor any Series shall elect to be taxable as an association taxable as a corporation under Treas. Reg. 'Section 301.7701‑3 or any similar state tax statute or regulation. Neither the Trust nor any Series shall purchase acquire any Class B Interest if as a result of such purchase acquisition substantially all of the Trust=s or any Series assets are debt obligations and more than 50% of those debt obligations are real estate mortgages, all as defined in Treas. Reg. 'Section 301.7701(i)‑1.
Tax Treatment; Construction. (a) It is the intention of the parties hereto that, solely for federal, state and local income and franchise tax purposes, on and after the Closing Date, (i) the Trust will constitute a security device for the repayment of amounts due to the Beneficial Owners and (ii) the Bali Note will be disregarded and the Beneficial Interest Certificates, when funded, will constitute debt of EES. The parties agree that, unless otherwise required by appropriate tax authorities, the Trust will file or cause to be filed annual or other necessary or appropriate returns, reports and other forms prepared by Enron pursuant to the Reimbursement and Disclosure Agreement consistent with such characterization of the Trust, the Bali Note and the Beneficial Interest Certificates for such tax purposes.
(b) For federal, state and local income and franchise tax purposes, each Beneficial Owner, by acceptance of a Beneficial Interest Certificate, agrees to treat, and to take no action inconsistent with, the Trust as a security device for the repayment of amounts due to the Beneficial Owners and to treat, and for such purposes to take no action inconsistent with, the Beneficial Interest Certificates, when funded, as debt of EES. In no event shall an election be made to treat the Trust as an association taxable as a corporation pursuant to Treasury Reg. '301.7701‑3(a) or any similar state tax statute or regulation.
Tax Treatment; Construction. (a) It is the intention of the parties hereto that, solely for federal, state and local income and franchise tax purposes, on and after the Closing Date, the Trust will constitute a security device for the repayment of amounts due to the Finance Parties and the Certificate Holder and that the Notes and the Certificate will constitute debt of Enron Communications the Sponsor. The parties agree that, unless otherwise required by appropriate tax authorities, the Trust will file or cause to be filed annual or other necessary returns, reports and other forms prepared by Enron Corp. pursuant to the Reimbursement and Disclosure Agreement consistent with such characterization of the Trust, the Facility Agreement and the Certificate for such tax purposes.
(b) For federal, state and local income and franchise tax purposes, the each Certificate Holder, by acceptance of a Certificate, agrees to treat, and to take no action inconsistent with, the Trust as a security device for the repayment of amounts due to the Lenders and the Certificate Holder and to treat, and for such purposes to take no action inconsistent with, the Notes and the Certificate as debt of Enron Communications the Sponsor. In no event shall an election be made to treat the Trust as an association taxable as a corporation pursuant to Treasury Reg. '301.7701‑3(a) or any similar state tax statute or regulation.
Tax Treatment; Construction.
(a) It is the intention of the parties hereto that, solely for income and franchise tax purposes, the Trust shall be treated as a grantor trust as defined under the Code that has been created as of the date of this Agreement or, failing that, as an organization the entire income of which is excluded from gross income under Section 115 of the Code, and all transactions contemplated by this Agreement will be reported consistently with such treatment.
(b) The provisions of this Agreement shall be construed, and the affairs of the Trust shall be conducted, so as to achieve treatment of the Trust as a grantor trust under the Code or an organization the entire income of which is excluded from gross income under Section 115 of the Code.
Tax Treatment; Construction.
(a) None of the Depositor or the Administrator shall make, and the Paying Agent and Trustee shall not be directed to make an election under Treasury Regulation Section 301.7701-3(c) to treat the Trust or any Series as, or otherwise cause the Trust or any Series to be, a taxable mortgage pool, a publicly-traded partnership or a taxable as a corporation for U.S. federal income tax purposes.
(b) It is the intention of the Depositor that (1) each Series shall constitute, and that the affairs of the Trust and each Series shall be conducted so as to qualify each Series for U.S. federal income tax purposes as, a grantor trust under Subpart E, Part I of Subchapter J, Chapter 1 of Subtitle A of the Code and (2) each of the interests represented by the related Series Certificates shall be treated as equity in such grantor trust for U.S. federal and applicable state and local income tax purposes. It is the intention of the Depositor that the Trust Property shall not be treated for U.S. federal income tax purposes as taxable mortgage pool, a publicly-traded partnership or an association taxable as a corporation. None of the Depositor, the Trust, the Certificateholders or the Administrator shall, and neither the Paying Agent, nor the Trustee shall be directed to, cause the Trust Property or any Series to be treated as taxable mortgage pool, a publicly-traded partnership or an association taxable as a corporation for U.S. federal income tax purposes. All provisions of this Agreement and each Series Supplement shall be construed and the affairs of the Trust Property and each Series shall be conducted to achieve the aforementioned treatment for U.S. federal income tax purposes.
(c) In furtherance of the intention that the Trust and each Series shall be so treated, the Administrator covenants and agrees that it shall:
(1) prepare and file, or cause to be prepared and filed, in a timely manner, all tax returns required to be filed by the Trust, using a calendar year as the taxable year and the applicable method of accounting for the Trust (as determined by the Administrator);
(2) prepare and forward, or cause to be prepared and delivered to the Certificateholders, all information reports as and when required to be provided to them in accordance with federal income tax laws and regulations and other Applicable Law;
(3) execute any such returns or reports to be filed on behalf of the Trust (unless required by law to be signed by a trustee, in which case the Trustee shall ex...
