Taxes; REIT Status. Each of the Company and its Subsidiaries has filed all Tax Returns that are required to be filed with any Governmental Entity and has paid all Taxes due pursuant to the Tax Returns or any assessment received by it or otherwise required to be paid, except Taxes being contested in good faith by appropriate proceedings and for which adequate reserves or other provisions are maintained, and except for the filing of Tax Returns as to which the failure to file could not, individually or in the aggregate, have a Material Adverse Effect. The Company (i) elected to be taxed as a "real estate investment trust" as defined in Section 856 of the Code ("REIT") effective for each of the taxable years since the Company has been incorporated, (ii) has not revoked such election, (iii) qualifies for taxation as a REIT for each such taxable year and for its current taxable year and (iv) has not sold or otherwise disposed of any assets which could give rise to a material amount of tax pursuant to any election made by the Company under Notice 88-19, 1988-1 C.B. 486 and does not expect to effect any such sale or other disposition.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Prudential Insurance Co of America), Stock Purchase Agreement (Meridian Industrial Trust Inc), Stock Purchase Agreement (Prudential Insurance Co of America)
Taxes; REIT Status. Each of the Company and its Subsidiaries has filed all Tax Returns that are required to be filed with any Governmental Entity and has paid all Taxes due pursuant to the Tax Returns or any assessment received by it or otherwise required to be paid, except Taxes being contested in good faith by appropriate proceedings and for which adequate reserves or other provisions are maintained, and except for the filing of Tax Returns as to which the failure to file could not, individually or in the aggregate, have a Material Adverse Effect. The Company (i) elected to be taxed as a "real estate investment trust" as defined in Section 856 of the Code ("REIT") effective for each of the taxable years since the Company has been incorporated, (ii) has not revoked such election, (iii) qualifies for taxation as a REIT for each such taxable year and for its current taxable year and (iv) has not sold or otherwise disposed of any assets which could give rise to a material amount of tax pursuant to any election made by the Company under Notice 88-19, 1988-1 C.B. 486 and does not expect to effect any such sale or other disposition.rise
Appears in 1 contract
Samples: Stock Purchase Agreement (Prudential Insurance Co of America)
