Common use of Successors and Access to Information Clause in Contracts

Successors and Access to Information. This Agreement shall be binding upon and inure to the benefit of any successor, heirs or personal representatives to any of the parties, by merger, acquisition of assets or stock in the Company or otherwise, to the same extent as if the successor, heir or personal representative had been an original party to this Agreement or the applicable Shareholder for the taxable period in question, and in such event, all references herein to a party shall refer instead to the successor, heir or personal representative of such party; provided, however, that for purposes of calculating the tax liability to which any payments under this Agreement would relate, the original Shareholders’ tax liability shall be taken into account, but any payments in connection therewith shall be made to the successor, heir or personal representative of the original Shareholders.

Appears in 6 contracts

Samples: Tax Sharing Agreement (Five Star Bancorp), Tax Sharing Agreement (Five Star Bancorp), Tax Sharing Agreement (William Bradford Haines Financial Services Trust)

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Successors and Access to Information. This Agreement shall be binding upon and inure to the benefit of any successor, heirs or personal representatives successor to any of the parties, by merger, acquisition of assets or stock in the Company or otherwise, to the same extent as if the successor, heir or personal representative successor had been an original party to this Agreement or the applicable relevant Shareholder for the taxable period in question, and in such event, all references herein to a party shall refer instead to the successor, heir or personal representative successor of such party; provided, however, that for purposes of calculating the estimated tax liability to which any payments under this Agreement would relate, the original Shareholders’ Shareholder’s estimated tax liability shall be taken into account, but any payments in connection therewith shall be made to the successor, heir or personal representative successor of the such original ShareholdersShareholder.

Appears in 3 contracts

Samples: Tax Indemnification Agreement, Tax Indemnification Agreement (Fresh Market, Inc.), Tax Indemnification Agreement (Fresh Market, Inc.)

Successors and Access to Information. This Agreement shall be binding upon and inure to the benefit of any successor, heirs or personal representatives to any of the parties, by merger, acquisition of assets or stock in the Company or otherwise, to the same extent as if the successor, heir or personal representative had been an original party to this Agreement or the applicable Shareholder for the taxable period in question, and in such event, all references herein to a party shall refer instead to the successor, heir or personal representative of such party; provided, however, that for purposes of calculating the tax liability to which any payments under this Agreement would relate, the an original Shareholders’ Shareholder’s tax liability shall be taken into account, but any payments in connection therewith shall be made to the successor, heir or personal representative of the such original ShareholdersShareholder.

Appears in 2 contracts

Samples: Corporation Termination and Tax Sharing Agreement (Vertex, Inc.), Corporation Termination and Tax Sharing Agreement (Vertex, Inc.)

Successors and Access to Information. This Agreement shall be binding upon and inure to the benefit of any successor, heirs or personal representatives to any of the parties, by merger, acquisition of assets or stock in the Company or otherwise, to the same extent as if the successor, heir or personal representative had been an original party to this Agreement or the applicable Shareholder for the taxable period in question, and in such event, all references herein to a party shall refer instead to the successor, heir or personal representative of such party; provided, however, that for purposes of calculating the tax liability to which any payments under this Agreement would relate, the original Shareholders’ Shareholder’s tax liability shall be taken into account, but any payments in connection therewith shall be made to the successor, heir or personal representative of the original ShareholdersShareholder.

Appears in 2 contracts

Samples: Tax Sharing Agreement (FB Financial Corp), Tax Sharing Agreement (FB Financial Corp)

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Successors and Access to Information. This Agreement shall be binding upon and inure to the benefit of any successor, heirs or personal representatives to any of the parties, by merger, acquisition of assets or stock in the Company or otherwise, to the same extent as if the successor, heir or personal representative had been an original party to this Agreement or the applicable relevant Shareholder for the taxable period in question, and in such event, all references herein to a party shall refer instead to the successor, heir or personal representative of such party; provided, however, that for purposes of calculating the tax estimated Tax liability to which any payments under this Agreement would relate, the original Shareholders’ tax Shareholder’s estimated Tax liability shall be taken into account, but any payments in connection therewith shall be made to the successor, heir or personal representative of the such original ShareholdersShareholder.

Appears in 2 contracts

Samples: Allocation and Indemnification Agreement (Independent Bank Group, Inc.), Indemnification Agreement (Independent Bank Group Inc)

Successors and Access to Information. This Agreement shall be binding upon and inure to the benefit of any successor, heirs or personal representatives to any of the parties, by merger, acquisition of assets or stock in the Company or otherwise, to the same extent as if the successor, heir or personal representative had been an original party to this Agreement or the applicable Shareholder a Stockholder for the taxable period in question, and in such event, all references herein to a party shall refer instead to the successor, heir or personal representative of such party; provided, however, that for purposes of calculating the tax liability to which any payments under this Agreement would relate, the original Shareholders’ Stockholder’s tax liability shall be taken into account, but any payments in connection therewith shall be made to the successor, heir or personal representative of the original ShareholdersStockholder.

Appears in 1 contract

Samples: Stockholder Agreement (HBT Financial, Inc.)

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