Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, SpinCo and Acquiror shall, and shall cause their respective Subsidiaries to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 10 contracts
Samples: Tax Matters Agreement (Change Healthcare Inc.), Tax Matters Agreement (McKesson Corp), Tax Matters Agreement (McKesson Corp)
Preparation of Transfer Tax Returns. The Member Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parentthe Company, SpinCo and Acquiror Parent shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join in the execution of, any such Tax Returns.
Appears in 6 contracts
Samples: Tax Matters Agreement, Tax Matters Agreement (Westinghouse Air Brake Technologies Corp), Tax Matters Agreement (Westinghouse Air Brake Technologies Corp)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, SpinCo VF and Acquiror Kontoor Brands shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 4 contracts
Samples: Tax Matters Agreement (V F Corp), Tax Matters Agreement (Kontoor Brands, Inc.), Tax Matters Agreement (Kontoor Brands, Inc.)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns; provided, that Xxxxxxx shall prepare and file (or cause to be prepared and filed) all Tax Returns in respect of Transfer Taxes with respect to the Deferred Closings. If required by Applicable Tax Law, Parent, SpinCo Xxxxxxx and Acquiror Newco shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 4 contracts
Samples: Tax Matters Agreement (Aspen Technology, Inc.), Transaction Agreement and Plan of Merger (Emersub CX, Inc.), Transaction Agreement and Plan of Merger (Emerson Electric Co)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, SpinCo L Brands and Acquiror VS shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 4 contracts
Samples: Tax Matters Agreement (Victoria's Secret & Co.), Tax Matters Agreement (Bath & Body Works, Inc.), Tax Matters Agreement (Victoria's Secret & Co.)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, SpinCo ADS and Acquiror Loyalty Ventures shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 3 contracts
Samples: Tax Matters Agreement (Loyalty Ventures Inc.), Tax Matters Agreement (Alliance Data Systems Corp), Tax Matters Agreement (Loyalty Ventures Inc.)
Preparation of Transfer Tax Returns. The Company company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, Parent and SpinCo and Acquiror shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 2 contracts
Samples: Tax Matters Agreement (Phinia Inc.), Tax Matters Agreement (Phinia Inc.)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, ConAgra and SpinCo and Acquiror shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 2 contracts
Samples: Tax Matters Agreement (Conagra Brands Inc.), Tax Matters Agreement (Lamb Weston Holdings, Inc.)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, ParentLMC, SpinCo Spinco and Acquiror RMT Parent shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join in the execution of, any such Tax Returns.
Appears in 2 contracts
Samples: Tax Matters Agreement, Tax Matters Agreement (Leidos Holdings, Inc.)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, SpinCo Distributing and Acquiror Controlled shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join in the execution of, any such Tax Returns.
Appears in 2 contracts
Samples: Tax Matters Agreement (TopBuild Corp), Tax Matters Agreement (TopBuild Corp)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, Parent and SpinCo and Acquiror shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 2 contracts
Samples: Tax Matters Agreement (Bausch & Lomb Corp), Tax Matters Agreement (Bausch Health Companies Inc.)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, SpinCo Emerson and Acquiror Newco shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 2 contracts
Samples: Transaction Agreement and Plan of Merger (Aspen Technology Inc /De/), Transaction Agreement and Plan of Merger (Emerson Electric Co)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns. If required by Applicable Tax Law, Parent, SpinCo Parent and Acquiror Solta shall, and shall cause their respective Subsidiaries Affiliates to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.
Appears in 2 contracts
Samples: Tax Matters Agreement (Solta Medical Corp), Tax Matters Agreement (Solta Medical Corp)
Preparation of Transfer Tax Returns. The Company required under Applicable Tax Law to file any Tax Returns in respect of Transfer Taxes shall prepare and file (or cause to be prepared and filed) such Tax Returns; provided, that Emerson shall prepare and file (or cause to be prepared and filed) all Tax Returns in respect of Transfer Taxes with respect to the Deferred Closings. If required by Applicable Tax Law, Parent, SpinCo and Acquiror shall, and shall cause their respective Subsidiaries to, cooperate in preparing and filing, and join the execution of, any such Tax Returns.,
Appears in 1 contract
Samples: Transaction Agreement and Plan of Merger (Aspen Technology, Inc.)
