Certain Tax Agreements. The Parties intend to adopt this Agreement and Merger as a tax-free reorganization under Section 368(a)(2)(D) of the Internal Revenue Code of 1986, as amended. The parties shall not take a position on any tax return or engage in any activities inconsistent with this Section 1.6. The adoption of this Agreement and the approval of the Merger by the Company Shareholders shall constitute the agreement by each Company Shareholder that, without limiting the foregoing:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Tekgraf Inc), Agreement and Plan of Merger (Tekgraf Inc), Agreement and Plan of Merger (Tekgraf Inc)
Certain Tax Agreements. The Parties intend to adopt this Agreement ---------------------- and Merger as a tax-free reorganization under Section 368(a)(2)(D368(a) of the Internal Revenue Code of 1986, as amended, (the "Code"). The parties Parties shall not take a position on any tax return or engage in any activities inconsistent with this Section 1.61.13. The adoption of this Agreement and the approval of the Merger by the Company Shareholders shall constitute the agreement by each Company Shareholder that, without Without limiting the foregoingforegoing each Stockholder agrees that:
Appears in 2 contracts
Samples: Merger Agreement (Physicians Quality Care Inc), Merger Agreement (Physicians Quality Care Inc)
Certain Tax Agreements. The Parties intend to adopt this ---------------------- Agreement and Merger as a tax-free reorganization under Section 368(a)(2)(D368(a) of the Internal Revenue Code of 1986, as amended, (the "Code"). The parties Parties shall not take a position on any tax return or engage in any activities inconsistent with this Section 1.61.13. The adoption of this Agreement and the approval of the Merger by the Company Shareholders shall constitute the agreement by each Company Shareholder that, without Without limiting the foregoingforegoing each Stockholder agrees that:
Appears in 2 contracts
Samples: Merger Agreement (Physicians Quality Care Inc), Form of Merger Agreement (Physicians Quality Care Inc)
Certain Tax Agreements. The Parties parties intend to adopt this ---------------------- Agreement and Merger as a tax-free reorganization under Section 368(a)(2)(D368(a) of the Internal Revenue Code of 1986, as amended, (the "Code"). The parties shall not take a position on any tax return or engage in any activities inconsistent with this Section 1.61.13. The adoption of this Agreement and the approval of the Merger by the Company Shareholders shall constitute the agreement by each Company Shareholder that, without Without limiting the foregoingforegoing the Stockholder agrees that:
Appears in 1 contract
Samples: Form of Merger Agreement (Physicians Quality Care Inc)
