Common use of Membership in Affiliated Groups, Liability for Taxes of Other Persons, Etc Clause in Contracts

Membership in Affiliated Groups, Liability for Taxes of Other Persons, Etc. The Company has never been a member of any affiliated group of corporations (as defined in Section 1504(a) of the Code) or filed or been included in a combined, consolidated or unitary Tax Return. The Company is neither a party to nor bound by any Tax sharing or allocation agreement. The Company is not presently liable, nor does the Company have any potential liability, for the Taxes of another person (i) under Treasury Regulations Section 1.1502-6 (or comparable provision of state, local or foreign law), (ii) as transferee or successor, or (iii) by contract or indemnity or otherwise.

Appears in 2 contracts

Samples: Merger Agreement (REVA Medical, Inc.), Securities Purchase Agreement (REVA Medical, Inc.)

AutoNDA by SimpleDocs

Membership in Affiliated Groups, Liability for Taxes of Other Persons, Etc. The Company has never been a member of any affiliated group of corporations (as defined in Section 1504(a) of the Code) or filed or been included in a combined, consolidated or unitary Tax Return. The Company is neither a party to nor bound by any Tax sharing agreement or Tax allocation agreement. The Company is not presently liable, nor does the Company have any potential liability, for the Taxes of another person Person (i) under Treasury Regulations Section 1.1502-6 (or comparable provision of state, local or foreign law), (ii) as transferee or successor, or (iii) by contract or indemnity or otherwise.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Sm&A), Stock Purchase Agreement (Sm&A)

AutoNDA by SimpleDocs

Membership in Affiliated Groups, Liability for Taxes of Other Persons, Etc. The Company has never been a member of any affiliated group of corporations (as defined in Section 1504(a) of the Code) or filed or been included in a combined, consolidated or unitary Tax Return. The Company is neither a party to to, nor bound by by, any Tax sharing or allocation agreement. The Company is not presently liable, nor does the Company have any potential liability, for the Taxes of another person (i) under Treasury Regulations Section 1.1502-6 (or comparable provision of state, local or foreign law), (ii) as transferee or successor, successor or (iii) by contract or of indemnity or otherwise.

Appears in 1 contract

Samples: Merger Agreement (OccuLogix, Inc.)

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