Common use of United States Real Property Interests Clause in Contracts

United States Real Property Interests. The Company covenants and agrees that for so long as the Vistagreen Group holds, in the aggregate, Holders Stock acquired pursuant to this Agreement representing at least 1% of the outstanding shares of Common Stock of the Company, the Company shall not be or become a United States Real Property Holding Corporation as defined in Section 897(c)(2) of the Code nor shall the Holders Stock acquired pursuant to this Agreement be or become a United States Real Property Interest as defined in Section 897(c)(1)(A)(ii) of the Code. In addition, as of each Determination Date (as defined in Treasury Regulation Section 1.897-2(c)), including particularly a date of disposition, the Company shall provide to each member of the Vistagreen Group a statement complying with Treasury Regulation Section 1.897-2(g)(1)(ii) and shall also comply, on a timely basis, with the notice requirements of Treasury Regulation Section 1.897-2(h) including without limitation, timely notice to the Internal Revenue Service as provided in that Treasury Regulation, with a copy to each member of the Vistagreen Group, together with other Supporting Documents (as hereinafter defined), but dated as of the determination date. Any notice conforming with or under Treasury Regulation Section 1.897-2(h) need address the status of the Company as a United States Real Property Holding Corporation and the status of the Company Shares as a United States Real Property Interest only from a date that is no earlier than the day that is thirty days prior to the Effective Time. These covenants shall in all respects survive the Closing of this Agreement.

United States Real Property Interests. The Company covenants and agrees that for so long as the Vistagreen Group holds, in the aggregate, Holders Stock acquired pursuant to this Agreement representing at least 1% of the outstanding shares of Common Stock of the Company, the Company shall not be or become a United States Real Property Holding Corporation as defined in Section 897(c)(2) of the Code nor shall the Holders Stock acquired pursuant to this Agreement be or become a United States Real Property Interest as defined in Section 897(c)(1)(A)(ii) of the Code. In addition, as of each Determination Date (as defined in Treasury Regulation Section 1.897-2(c)), including particularly a date of disposition, the Company shall provide to each member of the Vistagreen Group a statement complying with Treasury Regulation Section 1.897-2(g)(1)(ii1.897(g)(1)(ii) and shall also comply, on a timely basis, with the notice requirements of Treasury Regulation Section 1.897-2(h) including without limitation, timely notice to the Internal Revenue Service as provided in that Treasury Regulation, with a copy to each member of the Vistagreen Group, together with other Supporting Documents (as hereinafter defined), but dated as of the determination date. Any notice conforming with or under Treasury Regulation Section 1.897-2(h) need to address the status of the Company as a United States Real Property Holding Corporation and the status of the Company Shares as a United States Real Property real property Interest only from a date that is no earlier than the day that is thirty days prior to date of the Effective Time. These covenants shall in all respects survive the Closing of this Agreement.