USOP Clause Samples
USOP. (i) USOP shall comply with and otherwise not take any action inconsistent with any representation or statement made, or to be made, by or on behalf of any member of the USOP Group in connection with this Agreement or to USOP's outside Tax counsel in connection with such firm's rendering an opinion to the Companies as to certain Tax aspects of the Contributions and Distributions.
(ii) Until two years after the Distribution Date, USOP will maintain its status as a company engaged in the active conduct of a trade or business, as defined in Section 355(b) of the Code.
USOP. Eagle acknowledges that all outstanding Options under the USOP have vested and will remain exercisable for a period of six months after the Court Sanction Date (unless the Options lapse earlier under the rules of the USOP), after which they shall lapse.
