Spin-Off Covenant. Agribrands shall have satisfied its post spin-off covenant to Xxxxxxx Purina by delivering to Xxxxxxx Purina (i) an opinion of tax counsel in form and substance satisfactory to Xxxxxxx Purina (which opinion shall recite that it may be relied upon by Ralcorp) or (ii) a supplemental ruling from the IRS that the transactions contemplated by this Agreement would not cause Agribrands' spin-off from Xxxxxxx Purina to be a taxable transaction.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Agribrands International Inc), Execution Copy (Ralcorp Holdings Inc /Mo)
Spin-Off Covenant. Agribrands shall have satisfied satisfy its post spin-spin- off covenant to Xxxxxxx Purina Company ("Xxxxxxx Purina") by delivering to Xxxxxxx Purina (i) an opinion of tax counsel in form and substance satisfactory to Xxxxxxx Purina (which opinion shall recite that it may be relied upon by Ralcorp) or (ii) a supplemental ruling from the IRS that the transactions contemplated by this Agreement would not cause Agribrands' spin-off from Xxxxxxx Purina to be a taxable transaction.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Agribrands International Inc)
Spin-Off Covenant. Agribrands shall have satisfied satisfy its post spin-off covenant ------------------ to Xxxxxxx Purina Company ("Xxxxxxx Purina") by delivering to Xxxxxxx Purina (i) -------------- an opinion of tax counsel in form and substance satisfactory to Xxxxxxx Purina (which opinion shall recite that it may be relied upon by Ralcorp) or (ii) a supplemental ruling from the IRS that the transactions contemplated by this Agreement would not cause Agribrands' spin-off from Xxxxxxx Purina to be a taxable transaction.
Appears in 1 contract
