Common use of No State-Law Partnership Clause in Contracts

No State-Law Partnership. The Company shall not be a partnership or a joint venture for any reason other than for United States federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 14 contracts

Samples: Limited Liability Company Agreement (Suncom Wireless Property Co, L.L.C.), Limited Liability Company Agreement (Suncom Wireless Property Co, L.L.C.), Limited Liability Company Agreement (Suncom Wireless Property Co, L.L.C.)

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No State-Law Partnership. The Company shall not be considered a partnership (including, without limitation, a limited partnership) or a joint venture for any reason other than for United States federal income and state tax purposesventure, and no provision Member shall be a partner or joint venturer of any other Member for any purposes other than as the Managers may determine, and this Agreement shall not be construed to suggest otherwise.

Appears in 13 contracts

Samples: Limited Liability Company Agreement (Global Imaging Systems Inc), Limited Liability Company Agreement (Global Imaging Systems Inc), Limited Liability Company Agreement (Global Imaging Systems Inc)

No State-Law Partnership. The Company shall not be a partnership or a joint venture for under any reason other than for United States state or federal income and state tax purposeslaw, and no provision Member shall be a partner or joint venturer of any other Member for any purposes, other than under the Code and other applicable tax laws, and this Agreement shall may not be construed otherwise.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Strategic Realty Trust, Inc.), Limited Liability Company Agreement (ACP Watermark Investment LLC), Limited Liability Company Agreement (iBio, Inc.)

No State-Law Partnership. The Company shall not be a partnership or a joint venture for any reason other than than, if applicable, for United States federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 3 contracts

Samples: Registration Rights Agreement (EnLink Midstream Partners, LP), Registration Rights Agreement (EnLink Midstream Partners, LP), Registration Rights Agreement

No State-Law Partnership. The Company shall not be a partnership or a joint venture for under any reason other than for United States state or federal income and state tax purposeslaw, and no provision Member or Manager shall be a partner or joint venturer of any other Member or Manager for any purposes, other than under the Code and other applicable tax laws, and this Agreement shall may not be construed otherwise.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Grubb & Ellis Healthcare REIT, Inc.), Limited Liability Company Agreement (Grubb & Ellis Healthcare REIT II, Inc.), Limited Liability Company Agreement

No State-Law Partnership. The Company shall not be a partnership or a joint venture for under any reason other than for United States state or federal income and state tax purposeslaw, and no provision Member or Manager shall be a partner or joint venturer of any other Member or Manager for any purposes (except that the Company intends to be classified as a partnership for purposes of the Code and other applicable tax laws), and this Agreement shall may not be construed otherwise.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Storage Usa Inc), Limited Liability Company Agreement (Storage Usa Inc)

No State-Law Partnership. The Company shall is not intended to be a partnership (including a limited partnership) or a joint venture for any reason purposes other than for United States U.S. federal income and state tax purposes, and no provision of this Agreement shall may not be construed to suggest otherwise.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Tesoro Alaska Co), Limited Liability Company Agreement (Tesoro Petroleum Co Inc)

No State-Law Partnership. The Other than for federal tax and state income tax purposes, the Company shall not be considered a partnership (including a limited partnership) or joint venture, no Member shall be a partner or joint venture venturer of the other Member for any reason purposes other than for United States federal income tax and state income tax purposes, and no provision of this Agreement shall not be construed to suggest otherwise.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Cleco Corp), Limited Liability Company Agreement (Cleco Corp)

No State-Law Partnership. The Company shall not be a partnership or a joint venture for any reason other than for United States federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise. The Company shall be operated in a manner consistent with its classification as a disregarded entity for United States federal and state tax purposes.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Holly Energy Partners Lp), Limited Liability Company Agreement (HollyFrontier Corp)

No State-Law Partnership. The It is intended that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or Manager be a partner or joint venture venturer of any other Member or Manager, for any reason purposes other than for United States federal income and state tax purposes, and no provision of this Agreement shall will by virtue of membership in the Company not be construed to suggest otherwise.

Appears in 2 contracts

Samples: Operating Agreement, Operating Agreement

No State-Law Partnership. The Company shall not be a partnership or a joint venture for under any reason other than for United States state or federal income and state tax purposeslaw, and no provision Member or Manager shall be a partner or joint venturer of any other Member or Manager for any purposes, other than under the Code (as defined in Section 16.1(d)) and other applicable tax laws, and this Agreement shall may not be construed otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Lightstone Real Estate Income Trust Inc.)

No State-Law Partnership. The Company intends that it shall not be a partnership or a joint venture for any reason other than for United States federal income and and, if applicable, state or local income tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Triad Financial Sm LLC)

No State-Law Partnership. The Company shall not be a general or limited partnership or a joint venture venture, and no Member, by virtue of his status as a member of the Company, shall be a partner or joint venturer of any other Member, for any reason purpose other than for United States federal income and state income tax purposes, and no provision of this Agreement shall not be construed to suggest otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Main Street Capital CORP)

No State-Law Partnership. The Company shall not be a partnership (including without limitation a limited partnership) or a joint venture venture, and no Member shall be deemed a partner or joint venturer of any other Member by virtue of this Agreement, for any reason other than for United States federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Pinnacle Gas Resources, Inc.)

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No State-Law Partnership. The Company shall not be a partnership (including, without limitation, a partnership in commendam) or a joint venture for purposes of state law and no Shareholder shall be a partner or joint venturer of any reason other than Shareholder for United States any purposes and this Operating Agreement shall not be construed to suggest otherwise. The Shareholders intend that the Company be taxed as a corporation for federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 1 contract

Samples: Operating Agreement and By (Gulfmark Offshore Inc)

No State-Law Partnership. The Company shall not be a partnership or a ------------------------ joint venture venture, and no Member shall be a partner or joint venturer of any other Member, for any reason other than for United States federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Nm Licensing LLC)

No State-Law Partnership. The Company shall not be a partnership or a joint venture for any reason other than Than for United States federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Suncom Wireless Property Co, L.L.C.)

No State-Law Partnership. The Company shall not be a partnership or a joint venture venture, and no Member shall be a partner or joint venturer of any other Member, for any reason other than for United States federal income and state tax purposes, and no provision provisions of this Agreement shall be construed otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Penn Virginia Holding Corp)

No State-Law Partnership. The Company shall not be a partnership (including, without limitation, a limited partnership, joint venture, or a joint venture mining partnership) for any reason purpose other than for United States federal income and state tax purposes. No Member shall be a partner, joint venturer, or mining partner of any other Member by virtue of this Agreement, and no provision of neither this Agreement nor any other agreement entered into by the Company or any Member shall be construed to suggest otherwise.

Appears in 1 contract

Samples: Operating Agreement (American Noble Gas, Inc.)

No State-Law Partnership. The Company shall not be a partnership or a joint venture for under any reason other than for United States state or federal income and state tax purposeslaw, and no provision Member shall be a partner or joint venturer of any other Member for any purposes, in each case, other than under the Code and other applicable tax laws, and this Agreement shall may not be construed otherwise.

Appears in 1 contract

Samples: Agreement

No State-Law Partnership. The Company shall not be a partnership or a joint venture for any reason other than for United States federal income and state tax purposes, and no provision of this Agreement shall be construed otherwise.

Appears in 1 contract

Samples: Credit Agreement (Range Resources Corp)

No State-Law Partnership. The Company shall not be a partnership or a joint venture for under any reason other than for United States state or federal income and state tax purposeslaw, and no provision Member or Manager shall be a partner or joint venturer of any other Member or Manager for any purposes (except that the Company intends to be classified and taxed as a partnership for purposes of the Code and other applicable tax laws), and this Agreement shall may not be construed otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Apartment Investment & Management Co)

No State-Law Partnership. The Company shall is not intended to be a partnership (including a limited partnership) or joint venture, and no Member shall be a partner or joint venture venturer of any other Member by reason of this Agreement for any reason purpose other than for United States federal income and state tax purposes, and no provision of this Agreement shall not be construed to suggest otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Antero Resources Finance Corp)

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