Common use of Taxation as a Partnership Clause in Contracts

Taxation as a Partnership. The Members hereby agree that the Company shall be treated as a partnership for tax purposes under United States federal, state and local income tax laws or other laws, and further agree not to take any position or take any action inconsistent therewith, in a tax return or otherwise. No election shall be made by the Company or any Member for the Company to be excluded from the application of any of the provisions of Subchapter K, Chapter I of Subtitle A of the Code or from any similar provisions of any state tax laws or to be treated as a corporation for federal tax purposes.

Taxation as a Partnership. The Notwithstanding any provision of this Agreement to the contrary, the Members hereby agree intend that the Company shall be treated as a partnership for tax purposes under United States federal, state and local income tax laws purposes. Each Member agrees that it shall not: (i) cause or other laws, and further agree not to take any position or take any action inconsistent therewith, in a tax return or otherwise. No election shall be made by the Company or any Member for permit the Company to be excluded from the application of any of the provisions of Subchapter K, Chapter I K of Subtitle A the Code under Section 761 of the Code or from otherwise; or (ii) cause or permit the Company to file any similar provisions of election under Treasury Regulations Section 301.7701-3 (or successor provision) or any state tax laws other election, document or to be form which would result in the Company being treated as an entity taxable as a corporation for federal federal, state or local income tax purposes.