Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder shall be treated as an adjustment to the Purchase Price for all applicable Tax purposes except as otherwise required by Law.
Appears in 2 contracts
Samples: Equity Purchase Agreement (Digerati Technologies, Inc.), Asset Purchase Agreement (Digerati Technologies, Inc.)
Tax Treatment of Indemnification Payments. Any All indemnification payments made hereunder under Section 9.03 shall be treated as an adjustment adjustments to the Aggregate Purchase Price and the Purchase Price for all the applicable Selling Shareholder for Tax purposes except as purposes, unless otherwise required by applicable Law.
Appears in 2 contracts
Samples: Share Purchase Agreement (Baidu, Inc.), Share Purchase Agreement (Alibaba Group Holding LTD)
Tax Treatment of Indemnification Payments. Any indemnification payments indemnity payment made hereunder pursuant to Section 9 shall be treated as an adjustment to the Purchase Price Merger consideration for all applicable Tax purposes except as purposes, unless otherwise required by Lawpursuant to applicable Legal Requirements.
Appears in 2 contracts
Samples: Merger Agreement (Poseida Therapeutics, Inc.), Merger Agreement (Poseida Therapeutics, Inc.)
Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to Article 9 shall be treated as an adjustment adjustments to the Purchase Price for all applicable Tax purposes except as otherwise required by Lawpurposes.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Thoratec Corp)
Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder shall pursuant to this Section 11 will be treated as an adjustment to the Purchase Price purchase price for all applicable the Company Interests by the parties for Tax purposes except as purposes, unless otherwise required by Law.
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Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to this Section 11 shall be treated by the Purchaser and the Sellers as an adjustment to the Purchase Price for all applicable Tax tax purposes except as unless otherwise required by Lawapplicable law.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Granite Broadcasting Corp)
Tax Treatment of Indemnification Payments. Any All indemnification payments made hereunder under this Article 9 shall be treated as an adjustment deemed adjustments to the Purchase Price for all applicable Tax purposes except as purposes, unless otherwise required by applicable Law.
Appears in 1 contract
Samples: Stock Purchase Agreement (Owens-Illinois Group Inc)
Tax Treatment of Indemnification Payments. Any All indemnification payments made hereunder pursuant to this Section 8 shall be treated by the Parties as an adjustment to the Purchase Price for all applicable Tax purposes except as Price, unless otherwise required by Applicable Law. 8.
Appears in 1 contract
Samples: Asset Purchase Agreement (Greenidge Generation Holdings Inc.)
Tax Treatment of Indemnification Payments. Any Subject to Section 9.6 below, all indemnification payments made hereunder under this Section 9 shall be treated as an adjustment deemed adjustments to the Purchase Price for all applicable Tax purposes except as purposes, unless otherwise required by applicable Law.
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Tax Treatment of Indemnification Payments. Any All indemnification payments made hereunder under this Section 11 shall be treated as an adjustment deemed adjustments to the Aggregate Purchase Price for all applicable Tax purposes except as purposes, unless otherwise required by applicable Law.
Appears in 1 contract
Samples: Securities Purchase Agreement (American Realty Capital Hospitality Trust, Inc.)
Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to Article 9 or Section 10.3 shall be treated as an adjustment adjustments to the Purchase Price for all applicable Tax purposes except as otherwise required by Lawpurposes.
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Tax Treatment of Indemnification Payments. Any All indemnification payments made hereunder under this Section 9.3 shall be treated by the parties as an adjustment to the Purchase Price for all applicable Tax purposes except as purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Associated Banc-Corp)
Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to Section 8.02(g) shall be treated as an adjustment to the Purchase Price by the parties for all applicable Tax purposes except as purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Stock Purchase and Contribution Agreement (Hydrofarm Holdings Group, Inc.)
Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to this Section 8.05 shall be treated as an adjustment to the Purchase Price by the Parties for all applicable Tax purposes except as purposes, unless otherwise required by Law.
Appears in 1 contract
Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to this Section 9 shall be treated by Purchaser and Seller as an adjustment to the Purchase Price for all applicable Tax tax purposes except as unless otherwise required by applicable Law.
Appears in 1 contract
Samples: Purchase Agreement (Nexstar Broadcasting Group Inc)
Tax Treatment of Indemnification Payments. Any All indemnification payments made hereunder under this Section 11 shall be treated as an adjustment deemed adjustments to the Purchase Price for all applicable Tax purposes except as purposes, unless otherwise required by applicable Law.
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Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to this Article 9 shall be treated as an adjustment to the Purchase Price deemed exchange price for all applicable the Share Exchange by the Parties for Tax purposes except as purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Business Combination Agreement
Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to this Section 8.06 shall be treated as an adjustment to the Purchase Price by the Parties for all applicable Tax purposes except as purposes, unless otherwise required by Law.
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Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder pursuant to this Section 5.07 shall be treated as an adjustment to the Purchase Price by the parties for all applicable Tax purposes except as purposes, unless otherwise required by Law.. (o)
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Tax Treatment of Indemnification Payments. Any indemnification payments made hereunder payment pursuant to this Section 5.9 shall be treated as an adjustment to the Purchase Price by the parties for all applicable Tax purposes except as purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Membership Interests Purchase Agreement (Newpark Resources Inc)