definiens: within the meaning of Treasury Regulations Section 1.6011 -4(b)(2 ) ( or any similar p rovision of state, local or non -U.S. Law ) ; ( j)no member of the Transferred Group will be required, as a result of ( i ) a change in accounting method for a Tax period beginning on or after a date that is five years before the Closing Date, ( ii ) any as described in Section 7121 of the Code ( or any similar provision of state, local or non -U.S. Tax Law ), ( iii ) any installment sale or open transaction disposition made on or prior to the Closing Date, ( iv ) any election under Section 108(i ) of t he Code ( or any similar provision of state, local or non -U.S. Tax Law ) or ( v ) the application of Treasury Regulations Section 1.1502 -13 ( or any similar provision of state, local or non -U.S. Tax Law ), other than with respect to transactions in the Ordinary Course of Business or as required under the Agreement among Seller Parent and its Affiliates, to include any item of income in or exclude any item of deduction from taxable income for any Tax period ending after the Closing Date ; ( k)no as described in Section 7121 of the Code ( or any similar provision of state, local or non -U.S. Tax Law ), private letter rulings or technical advice memoranda, or similar agreements or rulings with respect to Taxes have been entered into or issued by any Go vernmental Authority with respect to the Acquired Assets, any member of the Transferred Group or the Business ; ( l)no Business Contract is a Tax -Sharing Agreement that would, in any manner, bind, obligate or restrict any Buyer or any member of the Transferr ed Group after the Closing ; 59 OC\1994682.10 ( m)no member of the Transferred Group that is an entity organized under the laws other than those of the United States or any state thereof is treated as organized under the laws of the United States for Un ited States federal income tax purposes ; and ( n)each applicable Affiliate of Seller has complied with the terms and conditions of the Puerto Rico Grant