Common use of Subchapter S Matters Clause in Contracts

Subchapter S Matters. A&J Southeast (i) made an effective, valid and binding S election pursuant to Section 1362 of the Code effective January 30, 1997 (ii) has maintained its status as an S Corporation pursuant to Section 1361 of the Code without lapse or interruption since the date of said election, and (iii) made and continuously maintained, since the effective date of its federal S election, elections similar to the federal S election in each state or local jurisdiction where A&J Southeast does business or is required to file a tax return to the extent such states or jurisdictions permit such elections. A&J Southeast neither is nor will or can be subject to the built-in gains tax under Section 1374 of the Code or any similar corporate level tax imposed on A&J Southeast by any taxing authority. A&J Southeast (i) has not adopted or used LIFO as a method of accounting for inventory, and (ii) has no other tax item, election, agreement or 21 adjustment which will accelerate or trigger income or deferred deductions of A&J Southeast as a result of termination of A&J Southeast's status as an S Corporation.

Subchapter S Matters. A&J Southeast (i) made an effective, valid and binding S election pursuant to Section 1362 of the Code effective January 30February 1, 1997 1987, (ii) has maintained its status as an S Corporation pursuant to Section 1361 of the Code without lapse or interruption since the date of said election, and (iii) made and continuously maintained, since the effective date of its federal S election, elections similar to the federal S election in each state or local jurisdiction where A&J Southeast does business or is required to file a tax return to the extent such states or jurisdictions permit such elections. A&J Southeast neither is nor will or can be subject to the built-in gains tax under Section 1374 of the Code or any similar corporate level tax imposed on A&J Southeast by any taxing authority. A&J Southeast (i) has not adopted or used LIFO as a method of accounting for inventory, and (ii) has no other tax item, election, agreement or 21 adjustment which will accelerate or trigger income or deferred deductions of A&J Southeast as a result of termination of A&J SoutheastA&J's status as an S Corporation.