IRS Private Letter Ruling Sample Clauses

IRS Private Letter Ruling. Promptly but no later than 30 days following the Effective Date (or as soon thereafter as is practicable), FCCG will submit to the IRS a request for a private letter ruling confirming that, for United States federal income tax purposes, the voting arrangements under Section 2 of this Agreement will not prevent FCCG from filing consolidated federal income tax returns with the Company and its subsidiaries. The date that such private letter ruling is received is referred to herein as the “IRS Determination Date”.
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IRS Private Letter Ruling. The Private Letter Ruling shall remain in effect as of the Distribution Date.
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IRS Private Letter Ruling. (a) As soon as is reasonably practicable, Manchester shall prepare and file with the IRS the IRS Private Letter Ruling Request seeking an IRS Private Letter Ruling that contains the Core Rulings, the Alternative Core Rulings (if applicable) and the Non-Core Rulings.
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IRS Private Letter Ruling. In connection with the settlement, the Kansas Teachers Community Credit Union will request a Private Letter Ruling from the IRS supporting the parties’ position that the Settlement Class Members are not obligated to report the amount of any Deficiency Write-Off or Judgment Write-Off received by them pursuant to this settlement. Notwithstanding this relief, Settlement Class Members will also be responsible for paying any taxes determined to be due on any Settlement Class Member Payment received. Settlement Class Members are strongly encouraged to consult with their own tax concerning the tax effects of any money received pursuant to this Settlement. Plaintiff’s Counsel cannot provide you with any tax advice.
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IRS Private Letter Ruling. 44 8. Conditions.................................................................. 44 8.1 Conditions to Each Party's Obligation to Effect the Merger............ 44 8.2 Conditions to Obligations of Tuckxx xx Effect the Merger.............. 45 8.3 Conditions to Obligation of Bradxxx xx Effect the Merger.............. 46 9. Termination................................................................. 47 9.1 Termination........................................................... 47 9.2
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IRS Private Letter Ruling. Tuckxx xxxll cooperate and assist Bradxxx xx submitting an application for and obtaining the private letter ruling from the IRS which is described in Section 8.3(i) hereto.
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Related to IRS Private Letter Ruling

  • Company Counsel Legal Opinion Cowen shall have received the opinions of Company Counsel required to be delivered pursuant to Section 7(n) on or before the date on which such delivery of such opinion is required pursuant to Section 7(n).

  • Cowen Counsel Legal Opinion Cowen shall have received from Xxxxx Xxxxxx LLP, counsel for Cowen, such opinion or opinions, on or before the date on which the delivery of the Company Counsel legal opinion is required pursuant to Section 7(n), with respect to such matters as Cowen may reasonably require, and the Company shall have furnished to such counsel such documents as they request for enabling them to pass upon such matters.

  • Opinion of Underwriters’ Counsel On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

  • Company Counsel Legal Opinions The Agent shall have received the opinions and negative assurance letters, as applicable, of Company Counsel and Intellectual Property Counsel required to be delivered pursuant to Section 7(n) and Section 7(o), as applicable, on or before the date on which such delivery of such opinions and negative assurance letters are required pursuant to Section 7(n) and Section 7(o), as applicable.

  • Opinion Letters The opinions required under Section 11.03(a) and Section 11.03(f) of the Agreement in connection with this Amendment are attached hereto as Exhibit A, Exhibit B and Exhibit C, respectively.

  • Xxxxx Counsel Legal Opinion Xxxxx shall have received from Xxxxxxx Procter LLP, counsel for Xxxxx, such opinion or opinions, on or before the date on which the delivery of the Company Counsel legal opinion is required pursuant to Section 7(n), with respect to such matters as Xxxxx may reasonably require, and the Company shall have furnished to such counsel such documents as they request for enabling them to pass upon such matters.

  • Opinion Letter It shall be the Company's responsibility to take all necessary actions and to bear all such costs to issue the Common Stock as provided herein, including the responsibility and cost for delivery of an opinion letter to the transfer agent, if so required. The person or entity in whose name the certificate of Common Stock is to be registered shall be treated as a shareholder of record on and after the conversion date. Upon surrender of any Debentures that are to be converted in part, the Company shall issue to the Holder a new Debenture equal to the unconverted amount, if so requested in writing by Holder.

  • Company Counsel Matters i. On the Closing Date, the Placement Agent shall have received the favorable opinion of Hxxxxx and Bxxxx, LLP, outside counsel for the Company counsel to the Company, dated the Closing Date and addressed to the Placement Agent, substantially in form and substance reasonably satisfactory to the Placement Agent.

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