Tax Related Adjustments. (a) AOL and WorldCom agree that any indemnity payment made under this Agreement shall be treated by the parties on their Tax Returns as an adjustment to the Purchase Price. If, notwithstanding such treatment by the parties, any indemnity payment is determined to be taxable to (i) AOL (other than as an adjustment to the Purchase Price) or (ii) WorldCom, ANS or any ANS Entity, for federal income Tax purposes by the IRS, the indemnifying party shall indemnify the indemnified party for any additional federal income Taxes payable by the indemnified party by reason of the receipt or accrual of such indemnity payment (including any payments under this Section 6.3).
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Worldcom Inc /Ga/), Purchase and Sale Agreement (Worldcom Inc /Ga/), Purchase and Sale Agreement (America Online Inc)
Tax Related Adjustments. (a) AOL H&R Block and WorldCom agree that any indemnity payment made under this Agreement shall be treated by the parties on their Tax Returns as an adjustment to the Purchase PriceExchange Ratio. If, notwithstanding such treatment by the parties, any indemnity payment is determined to be taxable to (i) AOL H&R Block (other than as an adjustment to the Purchase PriceExchange Ratio) or (ii) WorldCom, ANS WAC, CompuServe or any ANS CompuServe Entity, for federal income Tax purposes by the IRS, the indemnifying party shall indemnify the indemnified party for any additional federal income Taxes payable by the indemnified party by reason of the receipt or accrual of such indemnity payment (including any payments under this Section 6.39.3).
Appears in 1 contract