Common use of Adjustments for Tax Purposes Clause in Contracts

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 29 contracts

Samples: Stock Purchase Agreement (Unitil Corp), Share Purchase Agreement (Vision Marine Technologies Inc.), Membership Interest Purchase Agreement (Wrap Technologies, Inc.)

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Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.06 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 22 contracts

Samples: Asset Purchase Agreement (Trex Co Inc), Asset Purchase Agreement (Foster L B Co), Asset Purchase Agreement (Bassett Furniture Industries Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 13 contracts

Samples: Membership Interest Purchase Agreement (Aaon, Inc.), Stock Purchase Agreement (Kingsway Financial Services Inc), Membership Interest Purchase Agreement (Kingsway Financial Services Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.03 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 9 contracts

Samples: Securities Purchase Agreement (TerrAscend Corp.), Securities Purchase Agreement (TerrAscend Corp.), Stock Purchase Agreement (Control4 Corp)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 3.2 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 7 contracts

Samples: Asset Purchase Agreement (RCM Technologies, Inc.), Membership Interest Purchase Agreement (DHX Media Ltd.), Membership Interest Purchase Agreement (Iconix Brand Group, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.06 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 6 contracts

Samples: Membership Interest Purchase Agreement (Enservco Corp), Asset Purchase Agreement (Addvantage Technologies Group Inc), Asset Purchase Agreement (Higher One Holdings, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.17 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 6 contracts

Samples: Merger Agreement (OptimizeRx Corp), Merger Agreement (Harvard Bioscience Inc), Merger Agreement (Corelogic, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.6 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Upexi, Inc.), Asset Purchase Agreement (Tattooed Chef, Inc.), Asset Purchase Agreement (Luna Innovations Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 5 contracts

Samples: Membership Interest Purchase Agreement (Hudson Global, Inc.), Membership Interest Purchase Agreement (Gse Systems Inc), Membership Interest Purchase Agreement (Gse Systems Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.07 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Kingsway Financial Services Inc), Asset Purchase Agreement (LZG International, Inc.), Asset Purchase Agreement (Sg Blocks, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.3 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Giga Tronics Inc), Securities Purchase Agreement (TerrAscend Corp.), Stock Purchase Agreement (DPW Holdings, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.06 and 2.05(c) shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Master Purchase Agreement, Master Purchase Agreement (Emcore Corp), Master Purchase Agreement (Emcore Corp)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.6 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Forian Inc.), Asset Purchase Agreement (Addvantage Technologies Group Inc), Asset Purchase Agreement (Diamond Resorts Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.05 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Duddell Street Acquisition Corp.), Stock Purchase Agreement (Intellinetics, Inc.), Stock Purchase Agreement (Pan Global, Corp.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.05 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Solitron Devices Inc), Membership Interest Purchase Agreement (Freedom Holding Corp.), Stock Purchase Agreement (Evi Industries, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.07 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Intellinetics, Inc.), Share Purchase Agreement, Stock Purchase Agreement (Meridian Bioscience Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.16 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Merger Agreement (Isun, Inc.), Merger Agreement, Merger Agreement (Quality Systems, Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.08 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement, Stock Purchase Agreement (Meridian Bioscience Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.08 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 3 contracts

Samples: Arrangement Agreement (Generac Holdings Inc.), Asset Purchase Agreement, Asset Purchase Agreement (Aspen Group, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 1.06 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Stock Purchase Agreement (LZG International, Inc.), Asset Purchase Agreement (Continental Materials Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.3 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax tax purposes, unless otherwise required by Lawlaw.

Appears in 2 contracts

Samples: LLC Interest Purchase Agreement (HollyFrontier Corp), LLC Interest Purchase Agreement (Holly Energy Partners Lp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.7 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Hudson Global, Inc.), Asset Purchase Agreement (Luna Innovations Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.06 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Friedman Industries Inc), Asset Purchase Agreement (Myers Industries Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.11 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Merger Agreement (Tenax Therapeutics, Inc.), Merger Agreement (Mobiquity Technologies, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.07 shall be treated as an adjustment to the Purchase Price Aggregate Merger Consideration by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Merger Agreement (Teladoc, Inc.), Merger Agreement (Teladoc, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.18 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Merger Agreement (Meridian Bioscience Inc), Merger Agreement (Alliqua BioMedical, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.7 shall be treated as an adjustment to the Purchase Price Consideration by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Red Lion Hotels CORP)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.6 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Evoqua Water Technologies Corp.), Asset Purchase Agreement

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 shall be treated as an adjustment to the Cash Consideration portion of the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Nuverra Environmental Solutions, Inc.), Stock Purchase Agreement (Nuverra Environmental Solutions, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2(c) shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Applicable Law.

Appears in 2 contracts

Samples: Securities Purchase and Exchange Agreement (TerrAscend Corp.), Securities Purchase and Exchange Agreement

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.7 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Rite Aid Corp), Asset Purchase Agreement (Rite Aid Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Total Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Air Industries Group), Stock Purchase Agreement (Cpi Aerostructures Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Aggregate Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (PLAYSTUDIOS, Inc.), Unit Purchase Agreement (Vinco Ventures, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 and Section 2.05 shall be treated as an adjustment to the Purchase Price Total Consideration by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 2 contracts

Samples: Stock Purchase Agreement (BurgerFi International, Inc.), Stock Purchase Agreement (BurgerFi International, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.02 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sl Industries Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, and the parties will refrain from taking any position inconsistent with the foregoing on any Tax Return or otherwise unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Kingsway Financial Services Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.7 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aeropostale Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 shall 2.05 will be treated as an adjustment to the Purchase Price Share Consideration by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Akerna Corp.)

Adjustments for Tax Purposes. Any payments adjustments made pursuant to Section 2.04 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Asure Software Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.A.2 shall be treated as an adjustment to the Purchase Price purchase price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Purchase Agreement (Cross Country Healthcare Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.06 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.. ​

Appears in 1 contract

Samples: Merger Agreement (Digital Brands Group, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.15 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Merger Agreement (SRAX, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.8 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Comverse, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2(g) shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (M.D.C. Holdings, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.05 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law, except to the extent such payments would be deductible to Buyer or by the Company for the Post-Closing Tax Period.

Appears in 1 contract

Samples: Stock Purchase Agreement (Eyegate Pharmaceuticals Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.06 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Janus International Group, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.07 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law. Any adjustment in the Purchase Price under this Section 2.07 shall be charged proportionately and directly against the amounts allocated to the applicable and appropriate asset category making up the corresponding amount of the Working Capital in the Allocation Schedule.

Appears in 1 contract

Samples: Asset Purchase Agreement (ARC Group Worldwide, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.02 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nautilus, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.08 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Unrivaled Brands, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.03 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (MWF Global Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.8 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sl Industries Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.5 shall be treated as an adjustment to the Share Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Steris Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 this section shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (EMRISE Corp)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.03 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by LawLaws and Regulations.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Dream Finders Homes, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.05 shall be treated as an adjustment to the Closing Cash Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Q2Earth Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.05 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Recruiter.com Group, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.9 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Applicable Law.

Appears in 1 contract

Samples: Purchase Agreement (Crimson Wine Group, LTD)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.12 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Merger Agreement (Ideanomics, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.07 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, and the parties will refrain from taking any position inconsistent with the foregoing on any Tax Return or otherwise unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Kingsway Financial Services Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section Section 2.04 shall be treated as an adjustment to the Purchase Price Consideration by the parties for Tax purposes, unless otherwise required by Law.. Section

Appears in 1 contract

Samples: Stock Purchase Agreement (Phunware, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section Sections 2.04 and 2.05 shall be treated as an adjustment to the Purchase Price by Tax Consideration to the parties for Tax purposesextent applicable, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Dril-Quip Inc)

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Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 shall 2.14 will be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (One Stop Systems, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.04, other than payments of surplus Final Cash, shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Sunworks, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2(i) shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset and Share Purchase Agreement (Milacron Holdings Corp.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Aggregate Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Lannett Co Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.05 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Share Purchase Agreement (Quaker Chemical Corp)

Adjustments for Tax Purposes. Any payments made pursuant to under this Section 2.04 2.07 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Apogee Enterprises, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.17 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Merger Agreement (Fusion Telecommunications International Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall 2.03(b)-(g) will be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Interest Purchase Agreement (Andersons, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Purchase Price aggregate purchase price for the Equity Interests by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Equity Purchase Agreement (Us Concrete Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.04(a)(i)(A) shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ufp Technologies Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.02 shall be treated as an adjustment to the Closing Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 (Purchase Price Adjustment) shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Par Technology Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.5 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Innospec Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 1.02 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Securities Purchase Agreement (SinglePoint Inc.)

Adjustments for Tax Purposes. Any payments payment made pursuant to this Section 2.04 2.11 shall be treated by the parties for Tax purposes as an adjustment to the Purchase Price by the parties for Tax purposesPrice, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (E.W. SCRIPPS Co)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.05 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Accuride Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.14 shall be treated as an adjustment to the Purchase Condemnation Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Settlement Agreement (Global Water Resources, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.1(d) and Section 2.1(e) shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (WESTMORELAND COAL Co)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 shall be treated as an adjustment to the Purchase Price aggregate purchase price for the Securities by the parties for Tax purposes, unless otherwise required by Law., and shall be allocated in accordance with the principles set forth in Section 7.07. 8 302010047 v18

Appears in 1 contract

Samples: Securities Purchase Agreement (U.S. Concrete, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.7 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Luna Innovations Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.13 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Merger Agreement (Kush Bottles, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.03 shall be treated as an adjustment to the Closing Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement

Adjustments for Tax Purposes. Any payments adjustments made pursuant to Section 2.04 Sections 2.5 and 2.8 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Asure Software Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.7 shall be treated as an adjustment to the Purchase Price purchase price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.A.2 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cross Country Healthcare Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.07 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Share Purchase Agreement (Callaway Golf Co)

Adjustments for Tax Purposes. Any payments or adjustments made pursuant to Section 2.04 2.06 and Section 2.07 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Invacare Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 Section 2.06 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (JanOne Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.03 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Chanticleer Holdings, Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.5 shall be treated as an adjustment to the Purchase Price purchase price by the parties for Tax purposes, unless otherwise required by Applicable Law.

Appears in 1 contract

Samples: Interest Purchase Agreement (Neenah Paper Inc)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.06 shall be treated as an adjustment to the Base Purchase Price by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Membership Interest and Asset Purchase Agreement (CONSOL Energy Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 shall be treated as an adjustment to the Purchase Price Consideration by the parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sterling Construction Co Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 shall 2.02 will be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Gas Natural Inc.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.5(a) shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by LawLegal Requirements.

Appears in 1 contract

Samples: Stock Purchase Agreement (SKYX Platforms Corp.)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.06 shall be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.. Section 2.07

Appears in 1 contract

Samples: Asset Purchase Agreement (Regis Corp)

Adjustments for Tax Purposes. Any payments made pursuant to Section 2.04 2.06 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law.. Section

Appears in 1 contract

Samples: Asset Purchase Agreement

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 shall 2.03 will be treated as an adjustment to the Purchase Price by the parties Parties for Tax purposes, unless otherwise required by Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Akerna Corp.)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 1.22 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required mandated by LawLegal Requirements.

Appears in 1 contract

Samples: Merger Agreement (Instructure Inc)

Adjustments for Tax Purposes. Any payments made pursuant to this Section 2.04 2.05 shall be treated as an adjustment to the Purchase Price by the parties for Tax purposes, unless otherwise required by Law, except to the extent such payments would be deductible to Buyer or by the Company for the Post-Closing Tax Period.

Appears in 1 contract

Samples: Share Purchase Agreement (Eyegate Pharmaceuticals Inc)

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