Tax and Accounting Consequences. It is intended by the parties hereto ------------------------------- that the Merger shall (i) constitute a reorganization within the meaning of Section 368 of the Code and (ii) qualify for accounting treatment as a pooling of interests.
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Samples: Agreement and Plan of Reorganization (Kana Communications Inc)
Tax and Accounting Consequences. It is intended by the parties hereto ------------------------------- that the Merger shall (ia) constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended and (iib) qualify for accounting treatment as a pooling of interests.. The parties shall not take a position on any tax returns inconsistent with this Section 1.11. In addition, Parent and Merger Sub agree to execute a tax representation certificate consistent with this treatment of the Merger in the form attached hereto as Exhibit K.
Appears in 1 contract
Samples: Merger Agreement (Cybermedia Inc)
Tax and Accounting Consequences. It is intended by the parties hereto ------------------------------- that the Merger shall (ia) constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended and (iib) qualify for accounting treatment as a pooling of interests. The parties shall not take a position on any tax returns inconsistent with this Section 1.11.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Flycast Communications Corp)
Tax and Accounting Consequences. It is intended by the The parties hereto ------------------------------- intend that the Merger shall (i) constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code") and (ii) qualify be accounted for accounting treatment as a pooling of interests.. ARTICLE II
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Cypress Semiconductor Corp /De/)
Tax and Accounting Consequences. It is intended by the parties Parties hereto ------------------------------- that the Merger shall (i) constitute qualify as part of a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code") and (ii) qualify for accounting treatment as a pooling purchase. Each Party has consulted with its own tax advisors and accountants with respect to the tax and accounting consequences, respectively, of intereststhe Merger.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Infospace Inc)
Tax and Accounting Consequences. It is intended by the parties ------------------------------- hereto ------------------------------- that the Merger shall (i) constitute a reorganization within the meaning of Section 368 of the Code and (ii) qualify for accounting treatment as a pooling of interests. No party shall take any action that would, to such party's knowledge, cause the Merger to fail to qualify as a reorganization within the meaning of Section 368 of the Code or to qualify for accounting treatment as a pooling of interests.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Qualix Group Inc)
Tax and Accounting Consequences. It is intended by the parties ------------------------------- hereto ------------------------------- that the Merger shall (i) constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code") and (ii) qualify be accounted for accounting treatment financial reporting purposes as a pooling of interestspurchase.
Appears in 1 contract
Samples: Merger Agreement (Critical Path Inc)
Tax and Accounting Consequences. It is intended by the parties hereto ------------------------------- that the Merger shall (i) constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code") and ---- (ii) qualify for accounting treatment as a pooling of interests.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (International Network Services)
Tax and Accounting Consequences. It is intended by the parties hereto ------------------------------- that the Merger shall (i) constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code and (ii) qualify for accounting treatment as of 1986. The parties shall not take a pooling of interestsposition on any tax returns inconsistent with this Section 1.11.
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