Prior Affiliated Groups. The Company (A) has never been a member of an affiliated group of corporations within the meaning of Section 1504 of the Code and (B) does not have any liability for the Taxes of any person under Treas. Reg. §1502-6 (or any similar provision of state, local or foreign law), as a transferee or successor, by contract or otherwise. Except as otherwise disclosed in the SEC Reports, the Company is not a successor to any other person by way of merger, reorganization or similar transaction.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (PFO Global, Inc.), Agreement and Plan of Merger (Kingdom Koncrete, Inc.), Agreement and Plan of Merger (Blink Couture Inc.)
Prior Affiliated Groups. The Company (Ai) has never been a member of an affiliated group of corporations within the meaning of Section 1504 of the Code and (Bii) does not have any liability for the Taxes of any person under Treas. Reg. §1502-6 (or any similar provision of state, local or foreign law), as a transferee or successor, by contract or otherwise. Except as otherwise disclosed in the SEC Reports, the Company is not a successor to any other person by way of merger, reorganization or similar transaction.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (It&e International Group), Agreement and Plan of Merger (Lavin Philip T)
Prior Affiliated Groups. The Company (A) is not and has never been a member of an affiliated group of corporations within the meaning of Section 1504 of the Code and (B) Code. The Company does not have any liability Liability for the Taxes of any person Person (i) under Treas. Reg. §1502Treasury Regulations Section 1.1502-6 (or any similar provision of state, local or foreign law), (ii) as a transferee or successor, (iii) by contract Contract, or (iv) otherwise. Except as otherwise disclosed in the SEC Reports, the Company is not a successor to any other person by way of merger, reorganization or similar transaction.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tix CORP), Agreement and Plan of Merger (TWL Corp)
Prior Affiliated Groups. The Company and each Company Subsidiary (A) has have never been a member of an affiliated group of corporations within the meaning of Section 1504 of the Code (other than a group the common parent of which was the Company) and (B) does do not have any liability for the Taxes of any person (other than any of the Company and the Company Subsidiaries) under Treas. Reg. §1502-6 (or any similar provision of state, local or foreign law), as a transferee or successor, by contract or otherwise. Except as otherwise disclosed in the SEC Reports, the Company is not a successor to any other person by way of merger, reorganization or similar transaction.
Appears in 1 contract
Samples: Agreement and Plan of Merger (National Superstars Inc)
Prior Affiliated Groups. The Company (A) has never been a member of an affiliated group of corporations within the meaning of Section 1504 of the Code and (B) does not have any liability for the Taxes of any person under Treas. Reg. §1502ss.1502-6 (or any similar provision of state, local or foreign law), as a transferee or successor, by contract or otherwise. Except as otherwise disclosed in the SEC Reports, the The Company is not a successor to any other person by way of merger, reorganization or similar transaction.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lifesciences Opportunities Inc)
Prior Affiliated Groups. The Company (A) has never been a member of an affiliated group of corporations within the meaning of Section 1504 of the Code and (B) does not have any liability for the Taxes of any person under Treas. Reg. §1502-6 (or any similar provision of state, local or foreign law), as a transferee or successor, by contract or otherwise. Except as otherwise disclosed in the SEC Reports, the The Company is not a successor to any other person by way of merger, reorganization or similar transaction.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Monarch Investment Properties, Inc.)
Prior Affiliated Groups. The Company (A) has never been a member of an affiliated group of corporations companies within the meaning of Section 1504 of the Code and (B) does not have any Code. The Company has no liability for the Taxes of any person Person other than the Company (i) under Treas. Reg. §1502Section 1.1502-6 of the Treasury regulations (or any similar provision of state, local or foreign law), or (ii) as a transferee or successor, by contract or otherwise. Except as otherwise disclosed in the SEC Reports, the Company is not a successor to any other person by way of merger, reorganization or similar transaction.
Appears in 1 contract
