Intentions of the Parties. It is the intention of the parties to this Agreement that the business combination contemplated hereby be treated as a “reorganization” under Section 368 of the Internal Revenue Code of 1986, as amended (the “Code”), and this Agreement is intended to be adopted as a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Intentions of the Parties. The intentions of the parties in reaching this Agreement are to:
Intentions of the Parties. It is the intention of the parties to this Agreement that the business combination contemplated hereby be accounted for under the purchase accounting method and be treated as a "reorganization" under Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code").
Intentions of the Parties. Nothing herein contained shall be construed to constitute either party hereto (under state law or for tax purposes) in partnership with the other party.
Intentions of the Parties. The parties hereto intend, in good faith, that this Agreement and the transactions contemplated hereby be conducted in such a manner so as to comply with all applicable laws, rules and regulations governing the services contemplated hereby.
Intentions of the Parties. It is the intention of the parties to this Agreement that the Merger be treated as a “reorganization” under Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”).
Intentions of the Parties. Nothing herein contained shall be construed to constitute either party hereto (under state law, for tax purposes or otherwise) the agent of, or in partnership with, the other party. If, however, the parties hereto are deemed to have entered into a relationship that constitutes a partnership for federal income tax purposes, the parties hereby elect to be excluded from the application of Subchapter K, Chapter 1, Subtitle A of the Internal Revenue Code of 1986, and agree not to take any position inconsistent with such election. IN ADDITION, THE PARTIES HERETO INTEND THAT THE OVERRIDING ROYALTY INTEREST SHALL AT ALL TIMES BE TREATED AS (a) AN OVERRIDING ROYALTY INTEREST OR PRODUCTION PAYMENT RATHER THAN AS A WORKING OR ANY OTHER INTEREST WITHIN THE MEANING OF SECTION 636 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, AND THE REGULATIONS AND JUDICIAL AUTHORITY RELATING THERETO AND (b) AN INTEREST IN REAL PROPERTY, AND, IN ACCORDANCE THEREWITH AND THE TERMS OF THIS MASTER CONVEYANCE, GRANTEE SHALL LOOK EXCLUSIVELY TO THE HYDROCARBONS PRODUCED FROM THE SUBJECT INTERESTS FOR THE SATISFACTION AND REALIZATION OF THE OVERRIDING ROYALTY INTEREST. ALL PROVISIONS OF THIS MASTER CONVEYANCE, AND THE RECORDABLE CONVEYANCE SHALL BE CONSTRUED AND TREATED ACCORDINGLY.
Intentions of the Parties. It is the intention of the parties to this Lease that the City shall receive the rents herein provided, and any other sums which shall or may become payable hereunder by the Tenant, free from all taxes, charges, expenses, damages, and deductions of every kind whatsoever.
Intentions of the Parties. It is the intention of the parties that this Agreement be a full and final accord and satisfaction and mutual, general release of any Claims that any of the CTI Releasors or the Unilens Releasors have against any of the Unilens Releasees or the CTI Releasees, respectively. In order to implement a full release of all Claims, each party acknowledges that this Agreement is intended to include in its effect any Claim which it does not know or suspect to exist in its favor that are based on conduct that occurred prior to the Effective Date, that this Agreement contemplates the extinguishing of any such Claim and that the provisions of Sections 5 and 6 shall remain in effect as full releases notwithstanding any discovery of any additional or different facts.
Intentions of the Parties. It is the intention of the parties to this Agreement that the business combinations contemplated hereby be treated as a “reorganization” under Section 368(a) of the IRC.
