Consolidated Groups, Transferee Liability and Tax Agreements. Neither Parent nor any of its Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary, or similar basis; (ii) has any material liability for Taxes of any Person (other than Parent or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state, or foreign Law), as a transferee or successor, by Contract, or otherwise; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation, or indemnification agreement or arrangement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (INVO Bioscience, Inc.), Agreement and Plan of Merger (FaZe Holdings Inc.), Agreement and Plan of Merger (GameSquare Holdings, Inc.)
Consolidated Groups, Transferee Liability and Tax Agreements. Neither Parent the Company nor any of its Subsidiaries: Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary, unitary or similar basis; , (ii) has any material liability for Taxes of any Person (other than Parent the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state, state or foreign Law), as a transferee or successor, by Contract, or otherwise; , or (iii) is a party to, bound by or has any material liability Liability under any Tax sharing, allocation, allocation or indemnification agreement or arrangement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hecla Mining Co/De/), Agreement and Plan of Merger (Hecla Mining Co/De/)
Consolidated Groups, Transferee Liability and Tax Agreements. Neither Parent the Company nor any of its Subsidiaries: Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary, unitary or similar basis; , (ii) has any material liability Liability for Taxes of any Person (other than Parent the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state, state or foreign Law), as a transferee or successor, by Contract, or otherwise; , or (iii) is a party to, bound by or has any material liability Liability under any Tax sharing, allocation, allocation or indemnification agreement or arrangement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hecla Mining Co/De/), Agreement and Plan of Merger (Mines Management Inc)
Consolidated Groups, Transferee Liability and Tax Agreements. Neither Parent Company nor any of its Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary, or similar basis; (ii) has any material liability for Taxes of any Person (other than Parent the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state, or foreign Law), as a transferee or successor, by Contract, or otherwise; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation, or indemnification agreement or arrangement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Uqm Technologies Inc)
Consolidated Groups, Transferee Liability and Tax Agreements. Neither Parent Company nor any of its Subsidiaries: Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary, unitary or similar basis; , (ii) has any material liability for Taxes of any Person (other than Parent the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state, state or foreign Law), as a transferee or successor, by Contract, or otherwise; , or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation, allocation or indemnification agreement or arrangement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pioneer Power Solutions, Inc.)
Consolidated Groups, Transferee Liability and Tax Agreements. Neither Parent the Company nor any of its Subsidiaries: Subsidiaries (i) has been is a member of a group filing Tax Returns on a consolidated, combined, unitary, unitary or similar basis; , (ii) has any material liability for Taxes of any Person (other than Parent the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state, state or foreign Law), as a transferee or successor, by Contract, or otherwise; , or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation, allocation or indemnification agreement or arrangement.
Appears in 1 contract
