Taxable REIT Subsidiary. Lessee, or the owner of Lessee to the extent Lessee is a disregarded entity for tax purposes, agrees to make an election to be, and to operate as a taxable REIT subsidiary of Mxxxx National REIT I, Inc., within the meaning of Section 856(e) of the Code, or any similar or successor provision thereto.
Taxable REIT Subsidiary. Any Subsidiary of the Borrower that is a “taxable REIT subsidiary” within the meaning of Section 856(l) of the Code or a Subsidiary of such Taxable REIT Subsidiary.
Taxable REIT Subsidiary. If Landlord or any affiliate of Landlord has elected to qualify as a real estate investment trust (“REIT”), any service required or permitted to be performed by Landlord pursuant to this Lease, the charge or cost of which may be treated as impermissible tenant service income under the laws governing a REIT, may be performed by an independent contractor of Landlord, Xxxxxxxx’s property manager, or a taxable REIT subsidiary that is affiliated with either Landlord or Landlord’s property manager (each, a “Service Provider”). If Tenant is subject to a charge under this Lease for any such service, then, at Landlord’s direction, Tenant will pay such charge either to Landlord for further payment to the Service Provider or directly to the Service Provider, and, in either case, (i) Landlord will credit such payment against any charge for such service made by Landlord to Tenant under this Lease, and (ii) such payment to the Service Provider will not relieve Landlord from any obligation under the Lease concerning the provisions of such service.
Taxable REIT Subsidiary. Without limiting the Series B Preferred Unit Recipient’s rights under Sections 8.5(c) and 9.2(d)(vii), the Series B Preferred Unit Recipient shall have the right, by providing written notice to the General Partner, to cause the General Partner to hold any real property or other investment through a TRS; provided, that (i) the Series B Preferred Unit Recipient shall be solely responsible for any incremental tax burden and any other expenses associated with the formation and operations of such TRS and any such incremental tax burden and other expenses will be applied to reduce the amount of distributions otherwise payable to the Series B Preferred Unit Recipient in accordance with Section 9.2(d)(iii) hereof and (ii) such action would not cause the General Partner to fail to qualify as a REIT. The taxes and expenses described in (i) of this Section 8.6 shall be as reasonably agreed to by the parties at such time.
Taxable REIT Subsidiary. A signed “protective” taxable REIT subsidiary election on IRS Form 8875.
Taxable REIT Subsidiary. Notwithstanding anything to the contrary in this Agreement, at Parent’s request but subject to the terms of the Indenture, the Company shall (i) take all such actions as may be reasonably necessary to dissolve Caplease Services Corp., a Delaware corporation (the “TRS”), prior to or in connection with the Effective Time, and, in such event, the Company Operating Partnership shall treat the dissolution of the TRS as a liquidation of the TRS for U.S. federal income tax purposes, and (ii) use commercially reasonable efforts to liquidate and wind up the affairs of the TRS to the extent practical prior to the Effective Time. To the extent that the TRS is a property manager pursuant to a property management agreement with a Company Subsidiary, prior to the dissolution of the TRS (if requested by Parent), such property management agreement shall be either terminated or assigned in a manner that ensures the Company will not be treated, for U.S. federal income tax purposes, as a property manager.
Taxable REIT Subsidiary. (a) Tampa Westshore does not hold any direct or indirect ownership or beneficial interest in any entity that is treated as a taxable REIT subsidiary within the meaning of Section 856(l) of the Code (each, a “TRS”).
(b) No affiliate of Woodland (including, without limitation, any entity in which The Taubman Realty Group Limited Partnership or Taubman Centers, Inc. owns a direct or indirect beneficial ownership interest) that is treated as a TRS provides any services at the Property or to Tampa Westshore, except that the property manager, an affiliate of Woodland, is a limited liability company (treated as a partnership for federal income tax purposes) in which a TRS owns an interest, but such TRS does not provide any services at the Property or to Tampa Westshore.
(c) The questionnaire entitled “Taubman Centers, Inc., Customary Services Questionnaire” dated October 24, 2013, relating to the Property and annexed hereto as Exhibit G was completed by an employee of the property manager, an affiliate of Woodland, and such questionnaire is true, correct and complete in all material respects as of the Effective Date.
Taxable REIT Subsidiary. Notwithstanding the prohibitions in Article 10 hereof Mortgagee will consent to Mortgagor forming a taxable REIT subsidiary (the “TRS Subsidiary”) which will operate a “TRS Subsidiary Business” at the Property and own all related TRS Subsidiary Revenues (defined below), provided that Mortgagor satisfies the TRS Conditions Precedent and (b) TRS Subsidiary Revenues for any calendar year shall not exceed ten percent (10%) of the gross income from occupancy of the Property in any calendar year.
Taxable REIT Subsidiary. Notwithstanding the prohibitions in Article 10 hereof Mortgagee will consent to Mortgagor forming a taxable REIT subsidiary (the “TRS Subsidiary”) which will operate a “TRS Subsidiary Business” at the Property, provided that Mortgagor satisfies the TRS Conditions Precedent.
Taxable REIT Subsidiary. Notwithstanding the prohibitions in Article 10 hereof Lender will consent to Borrower forming a taxable REIT subsidiary (the “TRS Subsidiary”) which will operate a “TRS Subsidiary Business” at the Property and own all related TRS Subsidiary Revenues (defined below), provided that Borrower satisfies the TRS Conditions Precedent and (b) TRS Subsidiary Revenues for any calendar year shall not exceed ten percent (10%) of the gross income from occupancy of the Property in any calendar year.
