Common use of Disregarded Entity Clause in Contracts

Disregarded Entity. The Company is being organized as, and shall remain, a single member limited liability company. So long as there is only one Member, the Company shall be treated as a disregarded entity for federal and state income tax purposes under Section 7701 of the Code, the Treasury Regulations thereunder, and applicable state law, and neither the Company or the Member, shall take any action or make any election which is inconsistent with such tax treatment. Anything to the contrary herein notwithstanding, the Company shall not, whether by taking or failing to take any voluntary act, by authorizing or permitting another Person or governmental entity to take or fail to take any voluntary act, or by failing to oppose any attempted act by any other Person or governmental entity, either (a) elect to classify the Company as a corporation for tax purposes or (b) otherwise change its status, for tax purposes, in any way whatsoever from that of a disregarded entity.

Appears in 7 contracts

Samples: Limited Liability (Interstate Equipment Leasing, LLC), Limited Liability Company (Interstate Equipment Leasing, LLC), Limited Liability (Interstate Equipment Leasing, LLC)

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Disregarded Entity. The Company is being organized formed as, and shall remain, a single member limited liability company. So long as there is only one Member, the Company shall be treated as a disregarded entity for federal and state income tax purposes under Section 7701 of the Code, the Treasury Regulations thereunder, and applicable state law, and neither the Company or Company, the Member, the Independent Manager or the Special Member shall take any action or make any election which is inconsistent with such tax treatment. Anything to the contrary herein notwithstanding, the Company shall not, whether by taking or failing to take any voluntary act, by authorizing or permitting another Person or governmental entity to take or fail to take any voluntary act, or by failing to oppose any attempted act by any other Person or governmental entity, either (a) elect to classify the Company as a corporation for tax purposes or (b) otherwise change its status, for tax purposes, in any way whatsoever from that of a disregarded entity.

Appears in 1 contract

Samples: Limited Liability (Handspring Inc)

Disregarded Entity. The Company is being organized as, and shall remain, a single member limited liability company. So long as there is only one Member, the Company shall be treated as a disregarded entity for federal and state income tax purposes under Section 7701 of the Code, the Treasury Regulations thereunder, and applicable state law, and neither the Company or the Member, shall take any action or make any election which is inconsistent with such tax treatment. treatment Anything to the contrary herein notwithstanding, the Company shall not, whether by taking or failing to take any voluntary act, by authorizing or permitting another Person or governmental entity to take or fail to take any voluntary act, or by failing to oppose any attempted act by any other Person or governmental entity, either (a) elect to classify the Company as a corporation for tax purposes or (b) otherwise change its status, for tax purposes, in any way whatsoever from that of a disregarded entity.

Appears in 1 contract

Samples: Limited Liability (Interstate Equipment Leasing, LLC)

Disregarded Entity. The Company is being organized as, and shall remain, a single member limited liability company. So long as there is only one Member, the Company shall be treated as a disregarded entity for federal and state income tax purposes under Section 7701 of the Code, the Treasury Regulations thereunderhereunder, and applicable state law, and neither the Company or the Member, shall take any action or make any election which is inconsistent with such tax treatment. Anything to the contrary herein notwithstanding, the Company shall not, whether by taking or failing to take any voluntary act, by authorizing or permitting another Person or governmental entity to take or fail to take any voluntary act, or by failing to oppose any attempted act by any other Person or governmental entity, either (a) elect to classify the Company as a corporation for tax purposes or (b) otherwise change its status, for tax purposes, in any way whatsoever from that of a disregarded entity.

Appears in 1 contract

Samples: Limited Liability (Interstate Equipment Leasing, LLC)

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Disregarded Entity. The Company is being organized as, and shall remain, a single member limited liability company. So long as there is only one Member, the Company shall be treated as a disregarded entity for federal and state income tax purposes under Section 7701 of the Code, the Treasury Regulations thereunder, and applicable state law, and neither the Company or the Member, shall Shall take any action or make any election which is inconsistent with such tax treatment. Anything to the contrary herein notwithstanding, the Company shall not, whether by taking or failing to take any voluntary act, by authorizing or permitting another Person or governmental entity to take or fail to take any voluntary act, or by failing to oppose any attempted act by any other Person or governmental entity, either (a) elect to classify the Company as a corporation for tax purposes or (b) otherwise change its status, for tax purposes, in any way whatsoever from that of a disregarded entity.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Interstate Equipment Leasing, LLC)

Disregarded Entity. The Company company is being organized formed as, and shall remain, a single member limited liability company. So long as there is only one Member, the Company shall be treated as a disregarded entity for federal and state income tax purposes under Section 7701 of the Code, (the Treasury Regulations thereunder, and applicable state law, and neither the Company or the Member, shall take any action or make any election which is inconsistent with such tax treatment. Anything to the contrary herein notwithstanding, the Company shall not, whether by taking or failing to take any voluntary act, by authorizing or permitting another Person or governmental entity to take or fail to take any voluntary act, or by failing to oppose any attempted act by any other Person or governmental entity, either (a) elect to classify the Company as a corporation for tax purposes or (b) otherwise change its status, for tax purposes, in any way whatsoever from that of a disregarded entity.

Appears in 1 contract

Samples: Limited Liability Company (Interstate Equipment Leasing, LLC)

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