Common use of Consolidated Groups, Transferee Liability and Tax Agreements Clause in Contracts

Consolidated Groups, Transferee Liability and Tax Agreements. Except a disclosed in Section 4.06(a), neither GWW nor any of its Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary, or similar basis (other than a group of which BitNile is the common parent); (ii) has any material liability for Taxes of any Person (other than Giga 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 (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes).

Appears in 3 contracts

Samples: Security Agreement (Giga Tronics Inc), Security Agreement (Giga Tronics Inc), Share Exchange Agreement (BitNile Holdings, Inc.)

AutoNDA by SimpleDocs

Consolidated Groups, Transferee Liability and Tax Agreements. Except Other than with respect to a disclosed in Section 4.06(a)consolidated, combined, or unitary group that includes the Company and any of its Subsidiaries, neither GWW the 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 (other than a group of which BitNile is the common parent)basis; (ii) has any material liability for Taxes of any Person (other than Giga 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 by, or has any material liability under any Tax sharing, allocation, or indemnification agreement or arrangement (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (OneWater Marine Inc.), Agreement and Plan of Merger (Ocean Bio Chem Inc)

Consolidated Groups, Transferee Liability and Tax Agreements. Except a disclosed in Section 4.06(a)with respect to the affiliated group comprising the Company and its Subsidiaries with the Company as its common parent, since January 1, 2003 neither GWW 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 (other than a group of which BitNile is the common parent); basis, (ii) has any material liability Liability for Taxes of any Person (other than Giga 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 (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tasty Baking Co)

AutoNDA by SimpleDocs

Consolidated Groups, Transferee Liability and Tax Agreements. Except a disclosed in Section 4.06(a), neither GWW Neither the 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 (basis, other than a group of which BitNile the Company or any Subsidiary is or was the common parent); (ii) has any material liability for Taxes of any Person (other than Giga 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 (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Americas Silver Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!