Common use of Tax-Free Reorganization Treatment Clause in Contracts

Tax-Free Reorganization Treatment. The parties hereto intend that the Merger will qualify as a reorganization within the meaning of Section 368(a) of the Code. Each of the parties hereto shall, and shall cause its respective subsidiaries to, use its reasonable best efforts to cause the Merger to so qualify.

Appears in 3 contracts

Samples: Merger Agreement (Digi International Inc), Merger Agreement (Texas Instruments Inc), Merger Agreement (Unitrode Corp)

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Tax-Free Reorganization Treatment. The parties hereto intend that the Merger will qualify as a reorganization within the meaning of Section 368(a) of the Code. Each of the parties hereto shall, and shall cause its respective subsidiaries Subsidiaries to, use its reasonable best efforts to cause the Merger to so qualify. The parties will use their reasonable best efforts to cause the opinions of counsel contemplated by Sections 8.2(e) and 8.3(d) to be timely delivered, including providing all supporting representations reasonably requested by such counsel and customary in scope and substance.

Appears in 2 contracts

Samples: Merger Agreement (Prosofttraining Com), Merger Agreement (Trinity Learning Corp)

Tax-Free Reorganization Treatment. The parties hereto to this Agreement intend that the Merger will qualify as a reorganization within under Section 368(a) of the meaning Code and each shall not, and shall not permit any of their respective affiliates to, take any action, or fail to take any action, that would reasonably be expected to jeopardize the qualification of the Merger as a reorganization under Section 368(a) of the Code. Each of the The parties hereto shall, and to this Agreement shall cause its respective subsidiaries to, use its their reasonable best efforts to cause the Merger deliver representation letters referred to so qualifyin Sections 8.2(c) and 8.3(c) hereof.

Appears in 2 contracts

Samples: Merger Agreement (People's United Financial, Inc.), Merger Agreement (Danvers Bancorp, Inc.)

Tax-Free Reorganization Treatment. The parties hereto to this Agreement intend that the Merger will qualify as a reorganization within the meaning of under Section 368(a) of the Code. Each of the parties hereto shall, and each shall not, and shall cause not permit any of its respective subsidiaries toSubsidiaries or controlled Affiliates (other than the Oncor Entities) to take any action, use its reasonable best efforts or fail to cause take any action, that would reasonably be expected to jeopardize the qualification of the Merger to so qualifyas a reorganization under Section 368(a) of the Code.

Appears in 2 contracts

Samples: Merger Agreement (Nextera Energy Inc), Merger Agreement (Energy Future Intermediate Holding CO LLC)

Tax-Free Reorganization Treatment. The parties hereto to this Agreement intend that the Merger will qualify as a reorganization within under Section 368(a) of the meaning Code and each shall not, and shall not permit any of their respective affiliates to, take any action, or fail to take any action, that would reasonably be expected to jeopardize the qualifications of the Merger as a reorganization under Section 368(a) of the Code. Each of the The parties hereto shall, and to this Agreement shall cause its respective subsidiaries to, use its their reasonable best efforts to cause deliver the Merger representation letters referred to so qualifyin Sections 8.2(c) and 8.3(c) hereof.

Appears in 2 contracts

Samples: Merger Agreement (People's United Financial, Inc.), Merger Agreement (Financial Federal Corp)

Tax-Free Reorganization Treatment. The parties hereto intend that the Merger will qualify as a reorganization within the meaning of Section 368(a) of the Code. Each of the parties hereto shall, and shall cause its respective subsidiaries to, use its commercially reasonable best efforts to cause the Merger to so qualify. The parties hereto shall report the Merger in all Tax Returns and other filings consistent with a reorganization within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Merger Agreement (Quiksilver Inc)

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Tax-Free Reorganization Treatment. The parties hereto intend that the Merger will qualify as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code. Each of the parties hereto shall, and shall cause its respective subsidiaries to, use its reasonable best efforts to cause the Merger to so qualify. The Company and Buyer will provide or cause to be provided to Weil, Gotshal & Mangxx XXX and Johnxxx xxx Colmar all representation letters described in Section 6.2(f) and 6.3(c).

Appears in 1 contract

Samples: Merger Agreement (Texas Instruments Inc)

Tax-Free Reorganization Treatment. The parties hereto intend that shall use their Best Efforts to qualify the Merger will qualify as a reorganization "reorganization" within the meaning of Section 368(a) 368 of the Code. Each of the parties hereto shall, and shall cause its respective subsidiaries to, use its reasonable best efforts to cause the Merger to so qualify.

Appears in 1 contract

Samples: Merger Agreement (Unit Corp)

Tax-Free Reorganization Treatment. The parties hereto intend that the Merger will qualify as a reorganization within the meaning of Section 368(a) of the Code. Each of the parties hereto shall, and shall cause its respective subsidiaries to, use its reasonable best efforts to cause the Merger to so qualify. The parties will use their reasonable best efforts to cause the opinions of counsel contemplated by Sections 7.2(d) and 7.3(d) to be timely delivered, including providing all supporting representations reasonably requested by such counsel and customary in scope and substance.

Appears in 1 contract

Samples: Merger Agreement (Category 5 Technologies Inc)

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