Tax Sharing Agreements. Any tax sharing agreement with respect to or involving the Company or any Subsidiary shall be terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Compressco Partners, L.P.), Stock Purchase Agreement (Oil States International, Inc)
Tax Sharing Agreements. Any tax sharing agreement with respect to or involving the Company or Company, its Subsidiaries and any Subsidiary shall be other Person will have been terminated as of the Closing Date and shall will have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 3 contracts
Samples: Purchase Agreement (Jones Apparel Group Inc), Purchase Agreement (Kasper a S L LTD), Purchase Agreement (Kasper a S L LTD)
Tax Sharing Agreements. Any tax Tax-sharing agreement with respect to or involving between the Company or any Subsidiary shall be of its Subsidiaries, on the one hand, and Parent or Stockholder, on the other, is terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, year or a past year).
Appears in 3 contracts
Samples: Equity Purchase Agreement (Macrovision Solutions CORP), Equity Purchase Agreement (Lions Gate Entertainment Corp /Cn/), Equity Purchase Agreement (Macrovision Solutions CORP)
Tax Sharing Agreements. Any tax sharing agreement with respect to or involving Tax Sharing Agreements between the Company or and any Subsidiary shall be terminated other party relating to the Assets will terminate as of the Closing Date and shall will have no further effect for any taxable year (whether the past, current year, a future year, or a past yearfuture).
Appears in 2 contracts
Samples: Inventory Purchase Agreement (Laroche Industries Inc), Asset Purchase Agreement (Laroche Industries Inc)
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving the Company or any Subsidiary shall be has been terminated as of the Closing Date date hereof and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (CV Sciences, Inc.), Membership Interest Purchase Agreement (CV Sciences, Inc.)
Tax Sharing Agreements. Any tax sharing agreement with respect to or involving between the Company Acquired Companies or any Subsidiary of the Subsidiaries and any other party shall be terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, year or a past year).
Appears in 2 contracts
Samples: Stock Purchase Agreement (Vision Twenty One Inc), Stock Purchase Agreement (Lasersight Inc /De)
Tax Sharing Agreements. Any tax Tax or Income Tax sharing agreement with respect to or involving between Seller and its Affiliates (including the Company or Ultimate Parent) and any Subsidiary shall be of the Companies is terminated as of the Closing Date and shall will have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 2 contracts
Samples: Stock Purchase Agreement (Thomas & Betts Corp), Stock Purchase Agreement (Great American Management & Investment Inc)
Tax Sharing Agreements. Any tax On the Closing Date, all Tax sharing agreement with respect to or involving agreements and arrangements between (1) the Company Company, on the one side and (2) Sellers or any Subsidiary of their Affiliates (other than the Company), on the other side, shall be terminated as of the Closing Date and shall have no further effect for any taxable year or period (whether the current yeara past, a present or future year, year or a past yearperiod).
Appears in 2 contracts
Samples: Equity Purchase Agreement (Craft Brewers Alliance, Inc.), Equity Purchase Agreement (Anheuser-Busch Companies, Inc.)
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving between Seller and the Company or any Subsidiary and its Subsidiaries shall be settled and terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, year or a past year).
Appears in 2 contracts
Samples: Stock Purchase Agreement (Hub International LTD), Stock Purchase Agreement (Safeco Corp)
Tax Sharing Agreements. Any tax sharing Tax sharing, allocation, or indemnification agreement with respect to or involving between any Seller Party and the Company or any Subsidiary shall be is terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 2 contracts
Samples: Securities Purchase Agreement (Repay Holdings Corp), Securities Purchase Agreement (Repay Holdings Corp)
Tax Sharing Agreements. Any tax Tax sharing agreement or allocation Contract with respect to or involving the Company or any Subsidiary shall be have been terminated as of the Closing Date date hereof and shall have no further effect for any taxable Taxable year (whether the current year, a future year, or a past year).
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (McBc Holdings, Inc.), Membership Interest Purchase Agreement
Tax Sharing Agreements. Any tax Tax sharing agreement or allocation Contract with respect to or involving the Company or any Subsidiary of its Subsidiaries shall be have been terminated as of the Closing Date date hereof and shall have no further effect for any taxable Taxable year (whether the current year, a future year, or a past year).
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (McBc Holdings, Inc.)
Tax Sharing Agreements. Any tax sharing Tax sharing, allocation, or indemnification agreement with respect to or involving which the Company or any Subsidiary shall be is a party is hereby terminated as of the Closing Date and shall have no further effect for any taxable Taxable year (whether the current year, a future year, or a past year).
Appears in 2 contracts
Samples: Stock Purchase Agreement (Primis Financial Corp.), Stock Purchase Agreement (Primis Financial Corp.)
Tax Sharing Agreements. Any tax sharing sharing, indemnification, or allocation agreement with respect to or involving the similar contract or arrangement or any agreement between any Shareholder and any Company or any Subsidiary shall be Company and any other party is terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax sharing agreement with respect to or involving the agreements between either Acquired Company or and any Subsidiary shall Tax Affiliate will be terminated as of the Closing Effective Date and shall will have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Samples: Subsidiaries Stock Purchase Agreement (Noble International LTD)
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to between any Selling Member or involving any of such Selling Member's Affiliates, on the one hand, and the Company or any Subsidiary of its Affiliates, on the other hand, shall be terminated terminate as of the Closing Date and shall will have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Samples: Membership Interests Purchase Agreement (Ashworth Inc)
Tax Sharing Agreements. Any tax Tax sharing or similar or analogous agreement with respect to or involving between any Company, on the Company one hand, and Parent (or any Subsidiary Affiliate of Parent other than a Company), on the other hand, shall be terminated as of the Closing Date and shall have no further effect for any taxable Taxable year (whether the current year, a future year, year or a past year). As of the Closing, no Company will have any further obligations to Parent or its Affiliates under any such Tax sharing or similar or analogous agreement.
Appears in 1 contract
Samples: Purchase Agreement (NCR Voyix Corp)
Tax Sharing Agreements. Any tax tax-sharing agreement with respect to or involving between the Controlling Stockholder and any Acquired Company or any Subsidiary shall be is terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Samples: Merger Agreement (Macrovision Corp)
Tax Sharing Agreements. Any tax Tax sharing or allocation agreement with respect to or involving the obligation between Company or any Subsidiary and Seller is and shall be terminated as of the Closing Date and thereupon shall have no further effect for any taxable year (whether the current year, a future year, year or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax sharing Tax sharing, Tax indemnity, Tax allocation or similar agreement with respect to or involving the Company or any Subsidiary the Subsidiary, other than commercial Contracts not primarily relating to Taxes, shall be terminated as of the Closing Date and shall have no further effect for any taxable Taxable year (whether the current year, a future year, or a past year).. ARTICLE XI
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Black Box Corp)
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving between any Company, on the Company one hand, and Parent (or any Subsidiary Affiliate of Parent other than a Company), on the other hand, shall be terminated as of the Closing Date and shall have no further effect for any taxable Taxable year (whether the current year, a future year, or a past year). As of the Closing, no Company will have any further obligations to Parent or its Affiliates under any such Tax sharing agreement.
Appears in 1 contract
Tax Sharing Agreements. Any tax Tax sharing or Tax allocation agreement with respect to or involving arrangement between Seller on the one hand and the Company or any Company Subsidiary shall be on the other hand is hereby terminated effective as of the Closing Date and shall have no further effect for any taxable year (whether the current Tax year, a future year, or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax sharing agreement with respect to or involving between the Company or any Subsidiary of the Subsidiaries and any other party shall be terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, year or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax tax-sharing agreement with respect to or involving the Company between a Seller or any Subsidiary of its Affiliates (other than any Transferred Company) and any of the Transferred Companies shall be terminated terminate as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Samples: Asset and Share Purchase Agreement (Concurrent Computer Corp/De)
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving between the Stockholders and any of the Company and any Subsidiary of the Company or between the Company and any Subsidiary of its Subsidiaries shall be terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to between any of the Sellers and any Transfer Group Company and all obligations or involving the Company or liabilities arising under any Subsidiary such agreements, shall be terminated as of immediately prior to the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax All Tax sharing agreement agreements or similar agreements with respect to or involving the Company or any Subsidiary and its Subsidiaries shall be terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Samples: Merger Agreement (Utstarcom Inc)
Tax Sharing Agreements. Any tax tax-sharing agreement with respect to or involving between the Seller and any of the Company or any Subsidiary shall be and its Subsidiaries is terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving similar agreement between any Company Group Member, on the Company one hand, and Parent (or any Subsidiary shall Affiliate of Parent other than a Company Group Member), on the other hand, will be terminated as of the Closing Date and shall will have no further effect for any taxable year Taxable year, or portion thereof (whether the current year, a future year, or a past year). As of the Closing, no Company Group Member will have any further obligations to Parent or its Affiliates under any such Tax sharing agreement or similar agreement.
Appears in 1 contract
Tax Sharing Agreements. Any tax Other than the agreements contemplated herein, all Tax sharing agreement agreements, policies, arrangements and practices with respect to or involving the Company or any Subsidiary shall be terminated and its Subsidiaries will terminate as of the Closing Date and shall will have no further effect for any taxable year (whether the a current year, a future year, past year or a past future year).
Appears in 1 contract
Samples: Share Purchase Agreement (Miami Cruiseline Services Holdings I B V)
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving between the Company or any Subsidiary shall be and either of the Sellers is terminated as of the Closing Date and shall will have no further effect for any taxable year (whether the current year, a future year, year or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax sharing agreement with respect to or involving the Company (or any Subsidiary of its Subsidiaries) shall be terminated as of the Closing Date Effective Time and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax tax-sharing agreement with respect to or involving the between any Company or and any Subsidiary shall be other Person is terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Fat Brands, Inc)
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving between the Company or any Subsidiary of its Subsidiaries, on the one hand, and any other person, on the other hand, shall be terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, year or a past year). After the Closing Date, the Company shall not have any further rights or Liabilities thereunder or under any payables or receivables arising therefrom or thereunder.
Appears in 1 contract
Tax Sharing Agreements. Any tax Tax-sharing agreement with respect to or involving between Sellers, on the Company or any Subsidiary one hand, and the Company, on the other hand, shall be terminated as of the Closing Date and shall have no further effect for any taxable year (whether the current year, a future year, or a past year).
Appears in 1 contract
Tax Sharing Agreements. Any tax Tax sharing agreement with respect to or involving between ---------------------- any member of the Seller Group and any of the Company or any Subsidiary shall be and its Subsidiaries is terminated as of the Closing Date and shall will have no further effect for any taxable year (whether the current year, a future year, year or a past year).
Appears in 1 contract