Common use of Tax Event and Tax Event Upon Merger Clause in Contracts

Tax Event and Tax Event Upon Merger. (a) Section 5(b)(ii) will apply, provided that (i) the words “(x) any action taken by a taxing authority, or brought in a court of competent jurisdiction, on or after the date on which a Transaction is entered into (regardless of whether such action is taken or brought with respect to a party to this Agreement) or (y)” shall be deleted, (ii) the words "(other than by reason of Section 2(d)(i)(4)(A) or (B))" shall be deleted and (iii) each reference in that Section to "Indemnifiable Tax" will be construed as a reference to "Tax".