Common use of Tax Reorganization Clause in Contracts

Tax Reorganization. The parties hereto intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement is hereby adopted as a plan of reorganization within the meaning of Treasury Regulations Section 1.368-2(g).

Appears in 4 contracts

Samples: Merger Agreement (Hortonworks, Inc.), Merger Agreement (Cloudera, Inc.), Merger Agreement (Rentrak Corp)

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Tax Reorganization. The parties hereto intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the CodeCode and the Treasury Regulations promulgated thereunder, and that this Agreement is hereby adopted as a plan of reorganization for purposes of Section 354 and Section 361 of the Code and within the meaning of Treasury Regulations Section 1.368-2(g), to which Qumu, Synacor and the Merger Sub are parties under Section 368(b) of the Code.

Appears in 4 contracts

Samples: Loan and Security Agreement (Synacor, Inc.), Merger Agreement (Qumu Corp), Merger Agreement (Synacor, Inc.)

Tax Reorganization. The parties hereto Parties intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement is hereby adopted as a plan of reorganization within the meaning of Treasury Regulations Section 1.368-2(g). The Parties agree to report the Merger as a reorganization within the meaning of Section 368(a) of the Code, unless otherwise required pursuant to a “determination” within the meaning of Section 1313(a) of the Code.

Appears in 3 contracts

Samples: Merger Agreement (All for One Media Corp.), Merger Agreement (MDWerks, Inc.), Merger Agreement (Sugarmade, Inc.)

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Tax Reorganization. The parties hereto intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement is hereby adopted as a plan of reorganization within the meaning of Treasury Regulations Section 1.368-2(g). The parties hereto agree to report the Merger as a reorganization within the meaning of Section 368(a) of the Code, unless otherwise required pursuant to a “determination” within the meaning of Section 1313(a) of the Code.

Appears in 1 contract

Samples: Merger Agreement (FaceBank Group, Inc.)

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