Other Entity Liability. None of the Company or any Company Subsidiary has any liability for the Taxes of any Person (other than Taxes of the Company and the Company Subsidiaries) under Treasury regulation Section 1.1502-6 (or any similar provision of state, local or foreign law), or as a transferee or successor, by Contract or otherwise (excluding customary Tax indemnification provisions in ordinary course commercial Contracts not primarily relating to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases).
Appears in 5 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Schiff Nutrition International, Inc.), Agreement and Plan of Merger (Reckitt Benckiser Group PLC)
Other Entity Liability. None of the The Company or any Company Subsidiary has any no material liability for the Taxes of any Person (other than Taxes of the Company and the Company SubsidiariesCompany) under Treasury regulation Section Regulation section 1.1502-6 (or any similar provision of state, local or foreign law), or as a transferee or successor, by Contract or otherwise (excluding other than customary Tax indemnification provisions for Taxes contained in ordinary course credit, lease or other commercial Contracts agreements the primary purposes of which do not primarily relating relate to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Alaska Air Group, Inc.), Agreement and Plan of Merger (Alaska Air Group, Inc.), Agreement and Plan of Merger (Virgin America Inc.)
Other Entity Liability. None of the The Company or does not have any Company Subsidiary has any liability Liability for the Taxes of any Person (other than Taxes of the Company and (without regard to the Company Subsidiariesactivities of any predecessor)) under Treasury regulation Regulation Section 1.1502-6 (or any similar provision of state, local local, or foreign law), or as a transferee or successor, by Contract contract or otherwise (excluding customary Tax indemnification provisions in ordinary course commercial Contracts not primarily relating to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases)otherwise.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aims Worldwide Inc), Agreement and Plan of Merger (Guitar Center Inc)
Other Entity Liability. None of the Company Company, any of its respective predecessors or affiliates of any Company Subsidiary of them has any liability Liability for the Taxes of any other Person (other than Taxes of the Company and the Company SubsidiariesCompany) under Treasury regulation Regulation Section 1.1502-6 (or any similar provision of state, state or local or foreign law), or as a transferee or successor, by Contract contract or otherwise (excluding customary Tax indemnification provisions in ordinary course commercial Contracts not primarily relating to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases)otherwise.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tegal Corp /De/), Agreement and Plan of Merger (Next Level Communications Inc)
Other Entity Liability. None of the Company or any Company Subsidiary has any material liability for the Taxes of any other Person (other than Taxes of with respect to a consolidated Tax Return that includes solely the Company and the and/or any Company Subsidiaries) as a result of being a member of an affiliated, consolidated, combined, unitary or similar group for any period or under Treasury regulation Regulation Section 1.1502-6 (or any similar provision of state, local or foreign lawLaw, including any arrangement for group or consortium relief or similar arrangement), or as a transferee or successor, successor or by Contract or otherwise (excluding customary Tax indemnification provisions in ordinary course commercial Contracts not primarily relating to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases)operation of Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Seagate Technology PLC), Agreement and Plan of Merger (Xyratex LTD)
Other Entity Liability. None of Neither the Company or nor any Company Subsidiary has any liability Liability for the Taxes of any Person (other than Taxes with respect to being a member of an affiliated group of which the Company and is the Company Subsidiariescommon parent) (i) under Treasury regulation Regulations Section 1.1502-6 (or any similar provision of state, local or foreign law), or (ii) as a transferee or successor, (iii) by Contract contract, or otherwise (excluding customary Tax indemnification provisions in ordinary course commercial Contracts not primarily relating to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases)iv) otherwise.
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Other Entity Liability. None of the Company Company, any Subsidiary of the Company, any of their respective predecessors or affiliates of any Company Subsidiary of them has any liability Liability for the Taxes of any other Person (other than Taxes of the Company and the Company or any of its Subsidiaries) under Treasury regulation Regulation Section 1.1502-6 (or any similar provision of state, local local, or foreign law), or as a transferee or successor, by Contract contract or otherwise (excluding customary Tax indemnification provisions in ordinary course commercial Contracts not primarily relating to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases)otherwise.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Hanover Compressor Coc)
Other Entity Liability. None of the The Company or any Company Subsidiary has any no liability for the Taxes of any Person (other than Taxes of the Company and the Company SubsidiariesCompany) under Treasury regulation Regulation Section 1.1502-6 (or any similar provision of state, local or foreign law), or as a transferee or successor, by Contract or otherwise (excluding customary Tax indemnification provisions in ordinary course commercial Contracts not primarily relating to Taxes, such as gross-up obligations in financing agreements or Tax escalation provisions in leases).
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