Common use of No State-Law Partnership Clause in Contracts

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer of the Company, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend the Company to be taxed as a partnership under the Code, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by law.

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or joint venture, and that no Member Member, Director or officer of the Company Officer shall be a partner or joint venturer of any other Member Member, Director or officer of the CompanyOfficer, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, and under applicable if applicable, state and local income tax lawspurposes. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by law.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the Company shall not be a partnership (including, without limitation, including a general or limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer by virtue of the Companythis Agreement, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into the Company or any Member shall not be construed to the contrarysuggest otherwise. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, if applicable, state income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except The Members intend that the Company not be a partnership, and that no Member be a partner of any other Member by virtue of this Agreement, for any purposes other than as set forth in the last sentence of this Section 2.07, and neither this Agreement nor any other document entered into by the Company or any Member relating to the extent provided in the next sentence, the subject matter hereof shall be construed to suggest otherwise. The Members intend that the Company shall not be treated as a partnership (includingfor U.S. federal and, without limitationif applicable, a limited partnership) state or joint venturelocal income tax purposes, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer of the Company, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend the Company to be taxed as a partnership under the Code, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer of the CompanyOfficer, for any purposes other than federal income and, if applicable, state income or franchise tax purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal income tax purposes and, if applicable, state income or franchise tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member Member, holder of an Economic Interest, Manager or officer of the Company shall will be a partner or joint venturer of any other Member Member, holder of an Economic Interest, Manager or officer of the Company, for any purposes other than federal and, if applicable, state tax purposes, and this Agreement shall will not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to will be taxed treated as a partnership under the Codefor federal and, if applicable, state income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall will file all tax returns and shall will otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or joint venture, and that no Member Member, Director or officer of the Company Officer shall be a partner or joint venturer of any other Member Member, Director or officer Officer by virtue of the Companythis Agreement, for any purposespurposes other than as is set forth in the last sentence of this Section 2.8, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, if applicable, state or local income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer of the CompanyOfficer, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, and under applicable if applicable, state and local income tax lawspurposes. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by law.

No State-Law Partnership. Except to the extent provided in the next sentence, the (a) The Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer Officer by virtue of the Companythis Agreement, for any purposespurposes other than as is set forth in the last sentence of this Section 2.8(a), and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, if applicable, state or local income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided hereineach Member, each Member Assignee and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer of the CompanyOfficer, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, and under applicable if applicable, state and local income tax lawspurposes. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by law.

No State-Law Partnership. Except to the extent provided in the next sentence, the (a) The Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer Officer by virtue of the Companythis Agreement, for any purposespurposes other than as is set forth in the last sentence of this Section 2.7(a), and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, if applicable, state or local income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the Company shall not be a partnership (including, without limitation, including a general or limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer by virtue of the Companythis Agreement, for any purposes other than federal and, if applicable, state tax purposes, and neither this Agreement nor any other document entered into by the Company or any Member shall not be construed to the contrarysuggest otherwise. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, if applicable, state income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer of the CompanyOfficer, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, and under applicable if applicable, state and local income tax lawspurposes. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by law.

No State-Law Partnership. Except to the extent provided for tax purposes as set forth in the next sentence, the Members intend that the Company shall not be a partnership for state law purposes (including, without limitation, including a limited partnership) or joint venture, and that no none of the Board, any Manager, any Member or any officer of the Company shall be a partner or joint venturer of any other Member or officer of the Company, others for any purposespurposes hereunder, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codepartnership, and under applicable at any time when it has more than one Member, solely for federal and, as applicable, state and local income tax laws. Except to the extent otherwise provided hereinpurposes, and each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or a joint venture, and that no Member Member, Director or officer of the Company Officer shall be a partner or joint venturer of any other Member Member, Director or officer of the CompanyOfficer, for any purposes, and that this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend that the Company to shall be taxed treated as a partnership under the Codefor U.S. federal and, and under applicable if applicable, state and local local, income tax lawspurposes. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawLaw.

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer of the CompanyOfficer, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend that the Company to shall be taxed treated as a partnership under the Codefor U.S. federal and, if applicable, state or local income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided herein, that each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the ------------------------ Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer by virtue of the Companythis Agreement, for any purposes other than as set forth in the immediately following sentence, and neither this Agreement nor any document entered into by the Company or any Member shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend the Company to be taxed as a partnership under the Code, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the (a) The Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or joint venture, and that no Member or officer of the Company Officer shall be a partner or joint venturer of any other Member or officer Officer by virtue of the Companythis Agreement, for any purposespurposes other than as is set forth in the following sentence of this Section 2.8(a), and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the The Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, if applicable, state or local income tax purposes, and under applicable state and local tax laws. Except to the extent otherwise provided hereineach Member, each Member Assignee and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment. Neither the Company nor any Member shall take any action inconsistent with such treatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer by virtue of the Companythis Agreement, for any purposes other than as set forth in the immediately following sentence, and neither this Agreement nor any document entered into by the Company or any Member shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend the Company to be taxed as a partnership under the Code, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.

No State-Law Partnership. Except to the extent provided in the next sentence, the Members intend that the Company shall not be a partnership (including, without limitation, including a limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer of the CompanyMember, for any purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend that the Company to shall be taxed treated as a partnership under the Codefor federal and, and under applicable if applicable, state and local income tax lawspurposes. Except to the extent otherwise provided herein, each Member and the Company shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by law.

No State-Law Partnership. Except to the extent provided in the next sentence, the The Members intend that the Company shall not be a partnership (including, without limitation, a limited partnership) or joint venture, and that no Member or officer of the Company shall be a partner or joint venturer of any other Member or officer by virtue of the Companythis agreement, for any purposes other than as set forth in the immediately following sentence, and neither this Agreement nor any document entered into by the Company or any Member shall be construed to suggest otherwise. The Members intend that the Company shall be treated as a partnership for federal and, if applicable, state or local income tax purposes, and this Agreement shall not be construed to the contrary. Notwithstanding the foregoing, the Members intend the Company to be taxed as a partnership under the Code, and under applicable state and local tax laws. Except to the extent otherwise provided herein, each Member and the Company shall file all tax and information returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment unless otherwise required by lawtreatment.