Common use of Closing of Tax Period Clause in Contracts

Closing of Tax Period. The parties hereto shall, to the extent permitted or required under applicable Law, treat the Closing Date as the last day of the taxable period of the Company for all Tax purposes, and the Purchaser shall cause the Company to join Purchaser’s “consolidated group” (as defined in Treasury Regulation Section 1.1502-76(h)) for federal income Tax purposes, effective on the day after the Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (U.S. Silica Holdings, Inc.), Stock Purchase Agreement (Advisory Board Co)

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Closing of Tax Period. (a) The parties hereto Parties shall, to the extent permitted or required under applicable Law, treat the Closing Date as the last day of the taxable period of the Company Group Companies for all Tax purposes, and ; provided that the Purchaser shall cause Parties agree that the Transactions result in a continuation of the Company to join Purchaser’s “consolidated group” (as defined in Treasury Regulation and applicable Subsidiaries and not a termination within the meaning of Code Section 1.1502-76(h)708(b) and no Party shall take a position inconsistent therewith for federal income any Tax purposes, effective on the day after the Closing Datepurpose.

Appears in 1 contract

Samples: Stock Purchase Agreement and Agreement and Plan of Merger (PERRIGO Co PLC)

Closing of Tax Period. The parties hereto Parties shall, to the fullest extent permitted or required under applicable Lawlaw, treat the Closing Date as the last day of the taxable period taxableperiod of the Company and its Subsidiaries for all Tax purposes, and the Purchaser Parent shall cause the Company and its Subsidiaries to join Purchaser’s “the "consolidated group" (as defined in Treasury Regulation Regulations Section 1.1502-76(h)) for federal income Tax purposes, of a Subsidiary of Parent effective on the day after the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger

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Closing of Tax Period. The parties hereto shall, to the extent permitted or required under applicable Lawlaw, treat the Closing Date as the last day of the taxable period of the Company Group for all Tax purposes, and the Purchaser shall cause the Company to join Purchaser’s “consolidated group” (as defined in Treasury Regulation Section 1.1502-76(h)) for federal income Tax purposes, effective on the day after the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Vectrus, Inc.)

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