Common use of Merger Tax Covenant Clause in Contracts

Merger Tax Covenant. (a) The parties intend that the Merger will qualify as a tax-free transaction under Section 351 of the Code in which the Company will not recognize gain or loss, and pursuant to which any gain recognized by a Stockholder as a result of the Merger will not exceed the amount of any cash received by a Stockholder in the Merger (a "Reorganization").

Appears in 13 contracts

Samples: Agreement and Plan of Reorganization and Merger (American Physician Partners Inc), Agreement and Plan of Reorganization and Merger (American Physician Partners Inc), Agreement and Plan of Reorganization and Merger (American Physician Partners Inc)

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Merger Tax Covenant. (a) The parties intend that the Merger will qualify as a tax-free transaction under Section 351 of the Code in which the each Company will not recognize gain or loss, and pursuant to which any gain recognized by a Stockholder as a result of the Merger will not exceed the amount of any cash received by a Stockholder in the Merger (a "Reorganization").

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (American Physician Partners Inc)

Merger Tax Covenant. (a) The parties intend that the Merger will qualify as a tax-free transaction under merger within the meaning of Section 351 368 of the Code in which the Company will not recognize gain or loss, and pursuant to which any gain recognized by a Stockholder as a result of the Merger will not exceed the amount of any cash received by a Stockholder in the Merger (a "Reorganization").

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (Tatonka Energy Inc)

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Merger Tax Covenant. (a) The parties intend that the Merger will qualify as a tax-free transaction under reorganization within the meaning of Section 351 of the Code in which the Company will not recognize gain or loss, and pursuant to which any gain recognized by a Stockholder as a result of the Merger will not exceed the amount of any cash received by a Stockholder in the Merger (a "Reorganization").

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (American Physician Partners Inc)

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