Adverse Tax Effect definition

Adverse Tax Effect means any change in ownership such that the Company would not qualify or would no longer qualify to make or maintain an election to be taxed as a partnership pursuant to subchapter S of the Internal Revenue Code of 1986, as amended.

Examples of Adverse Tax Effect in a sentence

  • The Borrower and RCC Holdings shall use commercially reasonable efforts to cause RCC Holdings to transfer, as promptly as practicable and within 90 days after the date hereof, all FCC Licenses held by RCC Holdings to RCC Minnesota or to one or more Dropdown Subsidiaries if such transfer to RCC Minnesota would result in a Material Adverse Tax Effect.

  • If an Indemnified Adverse Tax Effect is an issue under consideration in an audit of the returns of R.M. Haft, and the Corporation has given adequa▇▇ ▇▇▇▇rance of the availability of funds provided by the Corporation to immediately and fully pay such Indemnified Adverse Tax Effect when assessed, R.

  • The amount of the Funding Loan and the Borrower Loan will be reduced on or before the Conversion Date to the Permanent Period Amount (as calculated in accordance with the Construction Funding Agreement), or such greater amount as may be approved by the Funding Lender, provided that any such increase (a) shall not exceed 120% of the Expected Permanent Loan Amount, and (b) shall be accompanied by a No Adverse Tax Effect Opinion of Tax Counsel.

  • Without first receiving the express written consent of the Company, Employee shall not make any Disposition of any Stock (i) which would have an Adverse Tax Effect and (ii) without first complying with the provisions of this Agreement.

  • In any litigation with a Tax Authori▇▇ ▇▇ ▇▇▇ch the Indemnified Adverse Tax Effect is an issue, the Corporation shall be permitted to participate in such litigation (or, as provided in subparagraph 5d(5) above, control such litigation), but only with respect to, and to the extent of, the Indemnified Adverse Tax Effect, including providing a response to such issue in the context of such litigation.

  • Haft shall promptly notify the Company of (▇) ▇▇▇ ▇▇ceipt of any notice of audit for any of the years for which there may be an Indemnified Adverse Tax Effect and (ii) the occurrence of an event which causes an Indemnified Tax Contest to exist.