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.

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.

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.

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.

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.

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.

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).

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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 amounts payable after the Closing by Seller to Buyer (or by Buyer to Seller) pursuant to this Agreement (including any indemnification payments made pursuant to this Article VII) as an adjustment to the Purchase Price, unless a final determination by the appropriate taxing authority or court causes any such payment not to be treated 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.

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.

Tax Treatment of Indemnification Payments. For all Tax purposes, each of Purchaser, Seller and their respective Affiliates agrees Purchaser agree to treat treat, to the extent permitted by Applicable Law, 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 otherwisePrice.

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 amounts payable after the Closing by Seller to Buyer pursuant to this Agreement as an adjustment to the Purchase Price received by Seller for the transactions contemplated by this Agreement Price, unless a final determination (by the appropriate Taxing Authority or court causes any such payment not to be treated as defined in Section 1313 of an adjustment to the Code) provides otherwisePurchase Price for Tax purposes.

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.

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.

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.

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.

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.

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