Unified Loss Rules Election. Xxxxxxx shall make a timely and valid election pursuant to Treasury Regulations Section 1.1502-36(d)(6)(i)(A) to reduce the basis of the stock of any Xxxxxxx Contributed Subsidiaries to which such election applies, to the extent necessary to prevent any attribute reduction pursuant to Treasury Regulations Section 1.1502-36(d)(6). Xxxxxxx shall not make an election pursuant to Treasury Regulations Section 1.1502-36(d)(6)(i)(B) or (C) to reattribute any of the Xxxxxxx Contributed Subsidiaries’ tax attributes to Xxxxxxx, without the prior written consent of Newco.
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Samples: Tax Matters Agreement (Aspen Technology, Inc.), Stockholders Agreement (Emerson Electric Co), Transaction Agreement and Plan of Merger (Emersub CX, Inc.)
Unified Loss Rules Election. Xxxxxxx Exxxxxx shall make a timely and valid election pursuant to Treasury Regulations Section 1.1502-36(d)(6)(i)(A) to reduce the basis of the stock of any Xxxxxxx Exxxxxx Contributed Subsidiaries to which such election applies, to the extent necessary to prevent any attribute reduction pursuant to Treasury Regulations Section 1.1502-36(d)(6). Xxxxxxx Exxxxxx shall not make an election pursuant to Treasury Regulations Section 1.1502-36(d)(6)(i)(B) or (C) to reattribute any of the Xxxxxxx Exxxxxx Contributed Subsidiaries’ tax attributes to XxxxxxxExxxxxx, without the prior written consent of Newco.
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