Tax Opinion Certification Sample Clauses

Tax Opinion Certification. Parent shall use its best ------------------------- efforts to cause the Merger to qualify, and will not take any action which to their knowledge could reasonably be expected to prevent the Merger from qualifying, as a reorganization under Section 368 of the Code. Prior to the Effective Time, Parent shall provide tax counsel rendering an opinion under Section 7.1(m) hereof with a certificate concerning such factual -------------- matters as such counsel reasonably requests in connection with its opinion.
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Tax Opinion Certification. ACC shall execute and deliver a certificate, in a form satisfactory to the counsel of both ACC and TCG, signed by an officer of ACC setting forth factual representations and covenants that will serve as a basis for the tax opinions required pursuant to Section 6.3.7 of this Agreement. 4.11
Tax Opinion Certification. TCG shall execute and deliver a certificate, in a form satisfactory to the counsel of both ACC and TCG, signed by an officer of TCG setting forth factual representations and covenants that will serve as a basis for the tax opinions required pursuant to Section 6.2.5 of this Agreement.
Tax Opinion Certification. EDI shall execute and deliver a certificate in a form satisfactory to the counsel of both EDI and Bowmxx, xxgned by an officer of EDI setting forth factual representations and covenants that will serve as a basis for the tax opinions required pursuant to SECTION 6.1.8 of this Agreement ("EDI TAX OPINION CERTIFICATE").
Tax Opinion Certification. Web and the Web Shareholders ------------------------- shall use their best efforts to cause the Merger to qualify, and will not take any action which to their knowledge could reasonably be expected to prevent the Merger from qualifying, as a reorganization under Section 368 of the Code. Prior to the Effective Time, Web and the Web Shareholders shall provide tax counsel rendering an opinion under Section 7.1(m) with -------------- a certificate concerning such factual matters as such counsel reasonably requests in connection with its opinion.
Tax Opinion Certification. Prior to the Closing Date, the ------------------------- Company and the Shareholders shall provide tax counsel rendering an opinion under Section 7.1(n) with a certificate concerning such factual matters -------------- as such counsel identifies are relevant to its opinion.
Tax Opinion Certification. Abtech shall execute and deliver a certificate in a form satisfactory to the counsel of both Abtech and Gateway, signed by an officer of Abtech setting forth factual representations and covenants that will serve as a basis for the tax opinion required pursuant to SECTION 6.1.5 of this Agreement ("ABTECH TAX OPINION CERTIFICATE").
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Tax Opinion Certification. Big Stuff and the Big Stuff Shareholders shall use their best efforts to cause the Merger to qualify, and will not take any action which to their knowledge could reasonably be expected to prevent the Merger from qualifying, as a reorganization under Section 368 of the Code. Prior to the Effective Time, Big Stuff and the Big Stuff Shareholders shall provide tax counsel rendering an opinion under SECTION 7.1(m) with a certificate concerning such factual matters as such counsel reasonably requests in connection with its opinion.
Tax Opinion Certification. Big Stuff and the Big Stuff ------------------------- Shareholders shall use their best efforts to cause the Merger to qualify, and will not take any action which to their knowledge could reasonably be expected to prevent the Merger from qualifying, as a reorganization under Section 368 of the Code. Prior to the Effective Time, Big Stuff and the Big Stuff Shareholders shall provide tax counsel rendering an opinion under Section 7.1(m) with a certificate concerning such factual matters as such -------------- counsel reasonably requests in connection with its opinion.
Tax Opinion Certification. 31 4.11 Affiliate Agreements . . . . . . . . . . . . . . . . . . . . . 31 4.12 Takeover Statutes. . . . . . . . . . . . . . . . . . . . . . . 32 4.13
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