Common use of Merger Consideration Adjustment Clause in Contracts

Merger Consideration Adjustment. The Company, Parent and the Stockholders agree to treat each indemnification payment pursuant to this Article X as an adjustment to the Merger Consideration for all Tax purposes and shall take no position contrary thereto unless required to do so by applicable Tax Law pursuant to a determination as defined in Section 1313(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Citrix Systems Inc)

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Merger Consideration Adjustment. The Company, Parent and the Stockholders agree to treat each indemnification payment pursuant to this Article X IX as an adjustment to the Merger Consideration for all Tax purposes and shall take no position contrary thereto unless required to do so by applicable Tax Law pursuant to a determination as defined in Section 1313(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Citrix Systems Inc)

Merger Consideration Adjustment. The Company, Parent Parent, and the Stockholders Representative agree to treat each indemnification payment pursuant to this Article X as an adjustment to the Merger Consideration paid to the Company Holders under this Agreement for all Tax purposes and shall take no position contrary thereto unless required to do so by applicable Tax Law pursuant to a determination as defined in Section 1313(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Myriad Genetics Inc)

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Merger Consideration Adjustment. The Company, Parent the Parent, the Surviving Corporation, the Holder Representative and the Company Stockholders agree to treat each indemnification payment pursuant to this Article X ARTICLE VIII as an adjustment to the Merger Consideration for all Tax purposes and shall take no position contrary thereto unless required to do so by applicable Tax Law pursuant to a determination as defined in Section 1313(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Amicus Therapeutics Inc)

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