Intended Tax Treatment. Neither the Company nor any Company Subsidiary has taken or agreed to take any action or knows of the existence of any fact that is reasonably likely to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 5 contracts
Samples: Merger Agreement (Science Applications International Corp), Merger Agreement (Engility Holdings, Inc.), Merger Agreement (Martin Marietta Materials Inc)
Intended Tax Treatment. Neither the Company nor any Company Subsidiary of its Subsidiaries has taken or agreed to take any action or knows action, and to the Knowledge of the existence of any Company there exists no fact or circumstance, that is reasonably likely to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 3 contracts
Samples: Arrangement Agreement and Plan of Merger (Yerbae Brands Corp.), Merger Agreement (FaZe Holdings Inc.), Merger Agreement (GameSquare Holdings, Inc.)
Intended Tax Treatment. Neither the Company nor any Company Subsidiary has taken or agreed to take any action or knows has Knowledge of the existence of any fact that is could reasonably likely be expected to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Merger Agreement (Twilio Inc), Merger Agreement (SendGrid, Inc.)
Intended Tax Treatment. Neither the Company nor any Subsidiary of the Company Subsidiary has taken or agreed to take any action or knows of the existence of any fact that is reasonably likely to prevent or impede (i) the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code, (ii) Buyer’s counsel from delivering the opinion described in Section 7.2(b), or (iii) the Company’s counsel from delivering the opinion described in Section 7.3(b).
Appears in 2 contracts
Samples: Merger Agreement (PCSB Financial Corp), Merger Agreement (Brookline Bancorp Inc)
Intended Tax Treatment. Neither the Company nor any Company Subsidiary of its Subsidiaries has taken or agreed to take any action action, or knows is aware of the existence of any fact facts or circumstances, that is could reasonably likely be expected to impede or prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
