Common use of Tax Treatment of Indemnity Payments Clause in Contracts

Tax Treatment of Indemnity Payments. Seller and the Acquiror Parties agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. To the extent permitted by Applicable Law, Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to Article IX or this Article VIII X as an adjustment to the Purchase Price for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Partnership and the Acquiror Parties Purchasers agree to treat any indemnity payment made pursuant to this Article VIII VII as an adjustment to the Total Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Selling Parties and the Acquiror Parties Buyer agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. To the extent permitted by Applicable Law, the Seller Parties and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax U.S. federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Group and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. To the extent permitted by Law, Buyer and Seller and the Acquiror Parties agree to treat any indemnity payment made pursuant to under this Article VIII IX as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Except as otherwise required by applicable law, the Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Selling Parties and the Acquiror Parties Buyer agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment payments made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required purposes and shall be treated as such by Lawthe Purchasers and Sellers on their Tax Returns to the greatest extent permitted by applicable Laws.

Tax Treatment of Indemnity Payments. The Seller Parent, the Seller and the Acquiror Parties Purchasers agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes unless a final determination with respect to the indemnified party or any of its Affiliates causes any such payment not to be treated as an adjustment to the Purchase Price for income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Buyer agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Sellers and the Acquiror Parties Purchasers agree to treat any indemnity payment made pursuant to this Article VIII IX or otherwise as an adjustment to the Purchase Price consideration for all Tax the Purchased Assets for federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller and the Acquiror Parties Buyer agree to treat any indemnity indemnification payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax income tax purposes. If, unless otherwise notwithstanding the treatment required by Lawthe preceding sentence, any indemnification payment under Article VIII (including this Section 8.6) is determined to be taxable to the party receiving such payment by any Taxing Authority, the paying party shall also indemnify the party receiving such payment for any Taxes incurred by reason of the receipt of such payment, subject to the other limitations of this Article VIII.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price purchase price for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price Transaction Consideration for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller To the extent permitted by Law, the Sellers and the Acquiror Parties Buyer agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all federal, state, local and foreign Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. The Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax purposes. If, unless otherwise notwithstanding the treatment required by Lawthe preceding sentence, any indemnification payment under Article IX (including this Section 9.5) is determined by an applicable Taxing Authority to be taxable to the party receiving such payment by any Taxing Authority, the paying party shall also indemnify the party receiving such payment for any Taxes incurred by reason of the receipt of such payment.

Tax Treatment of Indemnity Payments. Except to the extent otherwise required under Applicable Law, Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax applicable tax purposes, unless otherwise required by Lawincluding for U.S. federal income tax and for state tax purposes.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price consideration for all Tax the Purchased Assets for federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchasers agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Net Purchase Price as adjusted under Section 3.3 for all Tax purposes, purposes unless otherwise required by applicable Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Gross Purchase Price for all Tax federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Group, Seller Parent and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article ARTICLE VIII as an adjustment to the Purchase Price for all applicable Tax purposes, unless otherwise required by Lawincluding for U.S. federal income Tax and for state Tax purposes.

Tax Treatment of Indemnity Payments. Seller To the extent permitted by Law, Shareholder and the Acquiror Parties Purchasers agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. The Buyer and Seller and the Acquiror Parties agree to treat that any indemnity payment indemnification payments made pursuant to Article 8 of this Article VIII Agreement shall be treated for all tax purposes as an adjustment to the Purchase Price for all Tax purposes, purchase price unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Selling Group and the Acquiror Parties agree to Purchaser shall treat any indemnity payment made pursuant to this Article ARTICLE VIII as an adjustment to the Purchase Price for all Tax purposes, purposes unless otherwise required by Lawa change in Law occurring after the date hereof, a closing agreement with an applicable Taxing Authority or a final non-appealable judgment of a court of competent jurisdiction.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Buyer agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchasers agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price consideration for all Tax the Purchased Assets for federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price consideration for all Tax the Purchased Assets for federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. The Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Seller, the Shareholder and the Acquiror Parties Buyer agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax purposes, unless except to the extent otherwise required by applicable Law.

Tax Treatment of Indemnity Payments. The Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price consideration for all Tax the Purchased Assets for federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Selling Stockholders and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII XI, and any payments pursuant to Section 7.3(g), as an adjustment to the Purchase Price Consideration for all Tax income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller and the Acquiror Parties Buyer agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Except to the extent otherwise required under Applicable Law, the Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article ARTICLE VIII as an adjustment to the Purchase Price for all Tax applicable tax purposes, unless otherwise required by Lawincluding for U.S. federal income tax and for state tax purposes.

Tax Treatment of Indemnity Payments. The Seller Parent, the Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes unless a final determination with respect to the indemnified party or any of its Affiliates causes any such payment not to be treated as an adjustment to the Purchase Price for income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all federal, state, local and foreign Income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Buyer, the Sellers and the Acquiror Parties Companies agree to treat any indemnity payment all indemnification payments made pursuant to this Article VIII 7 as an adjustment adjustments to the Purchase Price (as increased or decreased as applicable by the amount, if any, of the Audit Adjustment) for all Tax purposespurposes and that such treatment shall govern for purposes hereof, unless otherwise required by Lawexcept to the extent that the laws of a particular jurisdiction provide otherwise.

Tax Treatment of Indemnity Payments. Seller Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller and the Acquiror Buyer Parties agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Each Seller, the Seller Owner and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Unless otherwise required by applicable Law, Seller and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller To the extent permitted by Applicable Law, Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to Article IX or this Article VIII X as an adjustment to the Purchase Price for all federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Buyer and the Acquiror Parties Seller agree to treat any indemnity payment made pursuant to Article VIII or this Article VIII X as an adjustment to the Purchase Price purchase price for all U.S. federal, state, local and foreign income Tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Purchaser and the Acquiror Parties Seller agree to treat any indemnity payment made pursuant to this Article VIII IX as an adjustment to the Purchase Price for all Tax federal, state, local and foreign income tax purposes, unless otherwise required by Law.

Tax Treatment of Indemnity Payments. Seller The Sellers and the Acquiror Parties Purchaser agree to treat any indemnity payment made pursuant to this Article VIII IX or otherwise as an adjustment to the Purchase Price consideration for all Tax the Purchased Assets for federal, state, local and foreign income tax purposes, unless otherwise required by Law.