Common use of Tax Treatment of Indemnification Payments Clause in Contracts

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Seller and their respective Affiliates agrees to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwise.

Appears in 8 contracts

Samples: Asset Purchase Agreement (Midatech Pharma PLC), Asset Purchase Agreement (Galena Biopharma, Inc.), Asset Purchase Agreement (Galena Biopharma, Inc.)

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Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Buyer and Seller and their respective Affiliates agrees agree to treat any indemnity payment under indemnification payments received pursuant to this Agreement for all Tax purposes as an adjustment to the Purchase Price received to the extent permitted by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseapplicable Law.

Appears in 4 contracts

Samples: Asset Purchase Agreement (E.W. SCRIPPS Co), Asset Purchase Agreement (Leaf Group Ltd.), Asset Purchase Agreement (Demand Media Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Seller and each of their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by Seller and Selling Affiliate, as applicable for the transactions contemplated by this Agreement Transactions unless a final determination (as defined in Section 1313 of the Code) a Taxing authority provides otherwise.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Seattle Genetics Inc /Wa), Asset Purchase Agreement (Seattle Genetics Inc /Wa)

Tax Treatment of Indemnification Payments. For all Tax purposesExcept as otherwise required by Law, each of Purchaser, Buyer and Seller and their respective Affiliates agrees agree to treat any indemnity payment under payments made pursuant to the indemnification provisions of this Agreement as an adjustment to the Purchase Price received by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseTax purposes.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Penson Worldwide Inc), Asset Purchase Agreement (Broadridge Financial Solutions, Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Purchaser and Seller and their respective Affiliates agrees agree to treat any indemnity indemnification payment under made pursuant to this Agreement as an adjustment to the Purchase Price received for all Tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseLaw.

Appears in 2 contracts

Samples: Unit Purchase Agreement (NewStar Financial, Inc.), Stock Purchase Agreement (Zayo Group Holdings, Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, Purchaser, Sellers and each of Purchaser, Seller and their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by Seller Sellers for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseotherwise required by applicable Law.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Triumph Bancorp, Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, All indemnification payments made by Seller and their respective Affiliates agrees to treat any indemnity payment under this Agreement shall be treated by the parties as an adjustment to the Purchase Price received for Tax and financial reporting purposes, unless otherwise required by law. In the event that such a payment cannot be treated as an adjustment to the Purchase Price, then Seller shall further indemnify Buyer for any Tax cost incurred by Buyer arising from the transactions contemplated by receipt of such indemnification payments (and the receipt of additional amounts pursuant to this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwisesentence).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Trulieve Cannabis Corp.), Asset Purchase Agreement (Trulieve Cannabis Corp.)

Tax Treatment of Indemnification Payments. For all Tax purposesTo the extent permitted by Law, each of Purchaser, Seller and their respective Affiliates agrees indemnification payments made pursuant to treat any indemnity payment under this Agreement as an adjustment shall constitute adjustments to the Final Base Purchase Price received and to the Post-Closing Payment hereunder, and shall be treated as such by the Purchaser and the Seller for the transactions contemplated by this Agreement Parties on their Tax Returns, in each case unless a final determination (as defined otherwise agreed in Section 1313 of the Code) provides otherwisewriting.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Kensey Nash Corp), Asset Purchase Agreement (Spectranetics Corp)

Tax Treatment of Indemnification Payments. For Buyer and Sellers will treat all Tax purposes, each of Purchaser, Seller and their respective Affiliates agrees to treat any indemnity payment indemnification payments made under this Agreement as an adjustment to the Purchase Price received for Tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseLaw.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (McBc Holdings, Inc.), Membership Interest Purchase Agreement

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, All indemnification payments made by Seller and their respective Affiliates agrees to treat any indemnity payment under this Agreement shall be treated by the parties as an adjustment to the Purchase Price received for tax purposes, unless otherwise required by Seller for a change in Legal Requirements after the transactions contemplated by this Agreement unless date hereof, a closing agreement with an applicable Tax Authority or a final determination (as defined in Section 1313 judgment of the Code) provides otherwisea court of competent jurisdiction.

Appears in 1 contract

Samples: Asset Purchase Agreement (High Wire Networks, Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Seller Purchaser and their respective Affiliates agrees the Sellers agree to treat any indemnity payment under this Agreement of an indemnification amount as an adjustment to the Purchase Price received by Seller for to the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseextent permissible under applicable Legal Requirements.

Appears in 1 contract

Samples: Unit Purchase Agreement (Northrim Bancorp Inc)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Buyer and Seller and their respective Affiliates agrees agree to treat any indemnity indemnification payment under made pursuant to this Agreement as an adjustment to the Purchase Price received for all Tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseApplicable Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nbty Inc)

Tax Treatment of Indemnification Payments. For all United States Tax purposes, Purchaser, Sellers and each of Purchaser, Seller and their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by Seller Sellers for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (ProQR Therapeutics N.V.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Seller Buyer and their respective Affiliates agrees Sellers agree to treat any indemnity indemnification payment under made pursuant to this Agreement as an adjustment to the Purchase Price received for all Tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseapplicable Law.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Mattress Firm Holding Corp.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Buyer and Seller and their respective Affiliates agrees agree to treat any indemnity payment under made pursuant to this Agreement as an adjustment to the Purchase Price received for all Tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseLaw.

Appears in 1 contract

Samples: Asset Purchase Agreement (FGX International Holdings LTD)

Tax Treatment of Indemnification Payments. For All indemnity payments made by Main Sellers to Purchaser Indemnified Person pursuant to this Agreement shall be treated for all Tax purposes, each of Purchaser, Seller and their respective Affiliates agrees to treat any indemnity payment under this Agreement purposes as an adjustment adjustments to the Purchase Price received consideration paid by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of Purchaser with respect to the Code) provides otherwiseSold Securities.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cheetah Mobile Inc.)

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Tax Treatment of Indemnification Payments. For all Tax purposesPurchaser, Sellers and each of Purchaser, Seller and their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by Seller Sellers for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseotherwise required by Applicable Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (BridgeBio Pharma LLC)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Seller and each of their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by the Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwise.

Appears in 1 contract

Samples: Termination and General Release Agreement (Avant Diagnostics, Inc)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of PurchaserBuyer, Seller and each of their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseotherwise required by applicable Law.

Appears in 1 contract

Samples: Accounts Receivable Purchase Agreement (Covenant Logistics Group, Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, All indemnification payments made by Seller and their respective Affiliates agrees to treat any indemnity payment under this Agreement may be treated by Buyer as an adjustment to the Purchase Price received for tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiselaw.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gas Natural Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of PurchaserCE, Seller and each of their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by the Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Crdentia Corp)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Purchaser and Seller and their respective Affiliates agrees agree to treat any indemnity indemnification payment under made pursuant to this Agreement as an adjustment to the Purchase Price received for all Tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwise.applicable Law

Appears in 1 contract

Samples: Asset Purchase Agreement (Poet Technologies Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Purchaser and the Seller and their respective Affiliates agrees Member agree to treat any indemnity payment under this Agreement of an indemnification amount as an adjustment to the Purchase Price received by Seller for to the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwiseextent permissible under applicable Legal Requirements.

Appears in 1 contract

Samples: Unit Purchase Agreement (McorpCX, Inc.)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Purchaser and Seller and their respective Affiliates agrees agree to treat any indemnity indemnification payment under made pursuant to this Agreement as an adjustment to the Purchase Price received for all Tax purposes, unless otherwise required by Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwise.Law. ARTICLE XI

Appears in 1 contract

Samples: Stock Purchase Agreement (Zayo Group LLC)

Tax Treatment of Indemnification Payments. For all Tax purposes, each of PurchaserBuyer, Seller and each of their respective Affiliates agrees agree to treat any indemnity payment under this Agreement as an adjustment to the Purchase Price received by the Seller for the transactions contemplated by this Agreement unless a final determination (as defined in Section 1313 of the Code) provides otherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cnet Networks Inc)

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