Common use of Consistency in Reporting Clause in Contracts

Consistency in Reporting. Each party hereto agrees that: (i) the transaction is intended to qualify as a tax-free transaction under the Code; (ii) the transaction shall be reported for Federal income tax purposes as a tax-free transaction; (iii) for purposes of all financial statements, tax returns and reports, and communications with third parties, the transactions contemplated in this agreement and ancillary or collateral transactions will be treated as a tax-free transaction; and (iv) if the characterization of any transaction contemplated in this agreement or any ancillary or collateral transaction is challenged, each party hereto will testify, affirm and ratify that the characterization contemplated in such agreement was with the characterization intended by the party; provided, however, that nothing herein shall be construed as giving rise to any obligation if the reporting position is determined to be incorrect by final decision of a court of competent jurisdiction.

Appears in 6 contracts

Samples: Share Exchange Agreement (Hartman Lawrence Scott), Share Exchange Agreement (Angelciti Entertainment Inc), Share Exchange Agreement (Phoenix International Industries Inc /Fl/)

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Consistency in Reporting. Each party hereto agrees that: (i) the transaction is intended to qualify as a tax-free transaction under the CodeI.R.C.; (ii) the transaction shall be reported for Federal income tax purposes as a tax-free transaction; (iii) for purposes of all financial statements, tax returns and reports, and communications with third parties, the transactions contemplated in this agreement and ancillary or collateral transactions will be treated as a tax-free transaction; and (iv) if the characterization of any transaction contemplated in this agreement or any ancillary or collateral transaction is challenged, each party hereto will testify, affirm and ratify that the characterization contemplated in such agreement was with the characterization intended by the party; provided, however, that nothing herein shall be construed as giving rise to any obligation if the reporting position is determined to be incorrect by final decision of a court of competent jurisdiction.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Concap Inc), Purchase Agreement (Concap Inc), Stock Purchase Agreement (Elite Technologies Inc /Tx/)

Consistency in Reporting. Each party hereto agrees that: (i) the transaction is intended to qualify as a tax-free transaction exchange under the Code; (ii) the transaction exchange shall be reported for Federal income tax purposes as a tax-free transactionexchange; (iii) for purposes of all financial statements, tax returns and reports, and communications with third parties, the transactions contemplated in this agreement and ancillary or collateral transactions will be treated as a tax-free transactionexchange; and (iv) if the characterization of any transaction contemplated in this agreement or any ancillary or collateral transaction is challenged, each party hereto will testify, affirm and ratify that the characterization contemplated in such agreement was with the characterization intended by the party; provided, however, that nothing herein shall be construed as giving rise to any obligation if the reporting position is determined to be incorrect by final decision of a court of competent jurisdiction.

Appears in 2 contracts

Samples: Securities Exchange Agreement (Cipher Holding Corp), Share Exchange Agreement (Momentum Holdings Corp)

Consistency in Reporting. Each party hereto agrees that: -------------------------- (i) the transaction is intended to qualify as a tax-free transaction under the CodeI.R.C.; (ii) the transaction shall be reported for Federal income tax purposes as a tax-free transaction; (iii) for purposes of all financial statements, tax returns and reports, and communications with third parties, the transactions contemplated in this agreement and ancillary or collateral transactions will be treated as a tax-free transaction; and (iv) if the characterization of any transaction contemplated in this agreement or any ancillary or collateral transaction is challenged, each party hereto will testify, affirm and ratify that the characterization contemplated in such agreement was with the characterization intended by the party; provided, however, that nothing herein shall be construed as giving rise to any obligation if the reporting position is determined to be incorrect by final decision of a court of competent jurisdiction. 12.

Appears in 1 contract

Samples: Stock Purchase Agreement (Elite Technologies Inc /Tx/)

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Consistency in Reporting. Each party Party hereto agrees that: (i) the this transaction is not intended to qualify as a tax-free transaction reorganization under the Code; (ii) the transaction exchange shall be reported for Federal income tax purposes as a tax-free taxable transaction; (iii) for purposes of all financial statements, tax returns and reports, and communications with third parties, the transactions contemplated in this agreement Agreement and ancillary or collateral transactions will be treated as a tax-free taxable transaction; and (iv) if the characterization of any transaction contemplated in this agreement Agreement or any ancillary or collateral transaction is challenged, each party hereto will testify, affirm and ratify that the characterization contemplated in such agreement this Agreement was with the characterization intended by the party; provided, however, that nothing herein shall be construed as giving rise to any obligation if the reporting position is determined to be incorrect by final decision of a court of competent jurisdiction.

Appears in 1 contract

Samples: Share Exchange Agreement (Orion Diversified Technologies Inc)

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