Common use of Other Entity Liability Clause in Contracts

Other Entity Liability. The Company has not been a member of an affiliated group filing a consolidated federal income Tax Return. The Company does not have any liability for the Taxes of any person (other than Taxes of the Company) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state or local Law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Norsk Hydro a S A), Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (Ascent Solar Technologies, Inc.)

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Other Entity Liability. The Neither the Company nor the Company Subsidiary (i) has not been a member of an affiliated group filing a consolidated federal income Tax Return. The Company does not have Return (other than a group the common parent of which is the Company) or (ii) has any liability for the Taxes of any person Person (other than Taxes of the Company) (iCompany or the Company Subsidiary) under Treasury Regulation Regulations Section 1.1502-6 (or any similar provision of state state, local, or local Law), (iiforeign law) as a transferee or transferee, successor, (iii) by contract, contract or (iv) otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Iparty Corp)

Other Entity Liability. The Neither the Company nor any of its Subsidiaries has not ever been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common parent of which is the Company). The Neither the Company does not have nor any of its Subsidiaries has liability for the Taxes of any person Person (other than Taxes of the CompanyCompany or any of its Subsidiaries) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local, or local foreign Law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mentor Graphics Corp), Agreement and Plan of Merger (Check Point Software Technologies LTD)

Other Entity Liability. The None of the Company or any Company Subsidiary has not been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common parent of which is the Company). The None of the Company does not have or any Company Subsidiary has any material liability for the Taxes of any person Person (other than Taxes of the Company) (iCompany and the Company Subsidiaries) under Treasury Regulation regulation Section 1.1502-6 (or any similar provision of state state, local or local Lawforeign law), (ii) or as a transferee transferee, successor or successor, (iii) by contract, or (iv) otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Complete Genomics Inc), Agreement and Plan of Merger (Complete Genomics Inc)

Other Entity Liability. The Company has not been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common parent of which is the Company). The Company does not have any liability for the Taxes of any person Person (other than Taxes of the Company) (i) under Treasury Regulation Regulations Section 1.1502-6 (or any similar provision of state state, local, or local Lawforeign law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Arthrocare Corp), Agreement and Plan of Merger (Arthrocare Corp)

Other Entity Liability. The None of the Company or any Company Subsidiary has not been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common parent of which is the Company). The None of the Company does not have or any Company Subsidiary has any liability for the Taxes of any person (other than Taxes of the Company) (iCompany and the Company Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local or local Lawforeign law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Enliven Marketing Technologies Corp), Agreement and Plan of Merger (DG FastChannel, Inc)

Other Entity Liability. The Company has not never been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common parent of which is the Company). The Company does not have any liability has no Liability for the Taxes of any person Person (other than Taxes of the Company) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local, or local Lawforeign law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Network Appliance Inc)

Other Entity Liability. The Company has Acquired Companies have not been a member of an affiliated group filing a consolidated federal income Tax Return. The Company does not Acquired Companies have any liability no Liability for the Taxes of any person (other than Taxes of the Company) Person (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local or local Lawforeign law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Primoris Services CORP)

Other Entity Liability. The Company has not been a member of an affiliated group filing a consolidated federal income Tax Return. The Company does not have any liability has no Liability for the Taxes of any person (other than Taxes of the Company) Person (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local or local Lawforeign law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Stock Purchase Agreement (Primoris Services Corp)

Other Entity Liability. The Company has not never been a member of an affiliated group filing a consolidated federal income consolidated, combined or unitary Tax ReturnReturn (other than a group the common parent of which is the Company) for federal, state, local or foreign Tax purposes. The Company does not have any liability Liability for the Taxes of any person (other than Taxes of the Company) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local, or local foreign Law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tessera Technologies Inc)

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Other Entity Liability. The Company has not never been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common parent of which is the Company). The Company does not have any has no liability for the Taxes of any person Person (other than Taxes of the Company) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local, or local foreign Law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Websidestory Inc

Other Entity Liability. The Neither the Company has not nor any of its Subsidiaries have been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common Buyer of which is the Company). The Company does not and its Subsidiaries have any liability no Liability for the Taxes of any person Person (other than Taxes of the CompanyCompany and its Subsidiaries) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local, or local Lawforeign law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ambassadors International Inc)

Other Entity Liability. The Company does not have any liability for the Taxes of any other Person (other than the Company) under Treasury Regulation Section 1.1502–6 (or any similar provision of state, local, or foreign Law), as a transferee, by contract, or otherwise. The Company has not been a member of an affiliated group filing a consolidated federal income Tax Return. The Company does not have any liability for the Taxes of any person (other than Taxes of the Company) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state or local Law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Employment Agreement (Cnet Networks Inc)

Other Entity Liability. The Neither the Company nor any of its Subsidiaries has not been a member of an affiliated group filing a consolidated federal income consolidated, combined or unitary Tax ReturnReturn (other than a group the common parent of which is the Company) for federal, state, local or foreign Tax purposes. The Neither the Company does not have nor any liability of its Subsidiaries has any Liability for the Taxes of any person (other than Taxes of the Company) (iCompany or its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local, or local foreign Law), (ii) as a transferee or successor, (iii) by contract, or (iv) otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tessera Technologies Inc)

Other Entity Liability. The Neither the Company nor the Company Subsidiary has not been a member of an affiliated group filing a consolidated federal income Tax ReturnReturn (other than a group the common parent of which is the Company). The Neither the Company does not have nor the Company Subsidiary has any liability for the Taxes of any person Person (other than Taxes of the CompanyCompany and the Company Subsidiary) (i) under Treasury Regulation Section 1.1502-6 (or any similar provision of state state, local or local Lawforeign law), (ii) as a transferee or successor, (iii) by contractContract, or (iv) otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Microfluidics International Corp)

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