Withholding Certificate. Prior to Closing, RESI shall deliver to the REIT and the Operating Partnership such forms and certificates, duly executed and acknowledged, in form and substance reasonably satisfactory to the Operating Partnership (including any relevant forms or certificates provided to RESI by a holder of RESI Equity Interests), certifying that the payment of consideration in the Merger is exempt from withholding under Section 1445 of the Code and any similar withholding rules under applicable state, local or foreign Tax Laws.
Appears in 4 contracts
Samples: Merger Agreement (Silver Bay Realty Trust Corp.), Merger Agreement (Silver Bay Realty Trust Corp.), Merger Agreement (Silver Bay Realty Trust Corp.)
