Common use of Operating Company Merger Clause in Contracts

Operating Company Merger. The parties agree that, in accordance with Treasury Regulations Section 1.1502-76(b)(1)(ii)(B) (as applied to both Spinco leaving the group of which IP is the common parent and Unisource Sub joining the group of which Spinco is the common parent), the Operating Company Merger is properly allocable to the portion of the Closing Date that is subsequent to the Distribution and subsequent to the Parent Company Merger, and that the tax consequences of the Operating Company Merger are reportable on the U.S. federal consolidated income Tax Return of the group of which Spinco is the common parent and Unisource Sub is a member that begins with the day immediately following the Closing Date.