Common use of Termination of Tax Sharing Agreements Clause in Contracts

Termination of Tax Sharing Agreements. As of the Closing, all Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving the Company shall be terminated and, after the Closing Date, the Company shall not have any further rights or obligations under any such agreement.

Termination of Tax Sharing Agreements. As The Company shall terminate or cause to be terminated prior to Closing any Tax sharing or Tax allocation agreements among any of the ClosingCompany and its Subsidiaries, all Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving the Company shall be terminated and, and after the Closing Date, none of the Company or any of its Subsidiaries shall not be bound thereby or have any further rights or obligations under any such agreementliability thereunder.

Termination of Tax Sharing Agreements. As All obligations of the Closing, Company under all Tax sharing agreements or similar agreements, written agreements shall have been terminated on or unwritten, with respect to or involving before the Company shall be terminated Closing Date and, after the Closing Date, the Company shall not be bound thereby or have any further rights or obligations under any such agreementLiability thereunder.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or Tax sharing agreements (other than any agreement or similar agreements, written or unwritten, with respect arrangement the primary purpose of which does not relate to or involving Taxes) between the Company and any other Person shall be terminated as of the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementagreement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to any Affiliate, Governmental Authority or obligations under other Person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving Sharing Agreements (other than any Ordinary Course Tax Sharing Agreement) between any Company and any other Person entered into before the Company Closing Date shall be terminated before or as of the Closing Date and, from and after the Closing Date, the such Company shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementagreement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving between the Company or any of its Subsidiaries, on the one hand, and any other Person, on the other hand, shall be terminated as of the Closing Date and, from and after the Closing Date, neither the Company nor any of its Subsidiaries shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementagreement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, with respect to or involving arrangements binding the Company or any Subsidiary shall be terminated as of the day before the Closing Date and, from and after the Closing Date, none of the Company or any Subsidiary shall not have be obligated to make any further rights or obligations under payment to any Person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, all All Tax sharing agreements or similar agreements, written or unwritten, agreements with respect to or involving the Company or any Subsidiary shall be terminated as of the Closing Date and, after the Closing Date, neither the Company nor any Subsidiary shall not be bound thereby or have any further rights or obligations under any such agreementLiability thereunder.

Termination of Tax Sharing Agreements. As of the ClosingThe Company shall ensure that any and all Tax allocation agreements, all Tax sharing agreements or similar agreements, written agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have an obligation to make any further rights or obligations under payments in respect thereof to any such agreementPerson for any period.

Termination of Tax Sharing Agreements. As of the ClosingAll Tax sharing, all Tax sharing indemnity or Tax distribution agreements or similar agreementsarrangements, written or unwrittenincluding any such provisions in the Company’s Operating Agreement, with respect to or involving the Company Company, if any, shall be terminated prior to the Closing Date and, after the Closing Date, the Parent, the Company, the Surviving Company and their Affiliates shall not be bound thereby or have any further rights liability thereunder for amounts due in respect of periods ending on or obligations under any such agreementbefore the Closing Date.

Termination of Tax Sharing Agreements. As of the Closing, all All Tax sharing agreements or similar agreements, written or unwritten, arrangements with respect to or involving the Company and the Subsidiary shall be terminated prior to the Closing Date and, after the Closing Date, the Company and the Subsidiary shall not be bound thereby or have any further rights liability thereunder for amounts due in respect of periods ending on or obligations under any such agreementbefore the Closing Date.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, arrangements with respect to or involving Taxes binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to any Company Holder or obligations under Affiliate, governmental authority or other Person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or other similar agreements, written agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights or obligations under payment to any Person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, arrangements binding the Companies or the Subsidiaries shall be terminated with respect to or involving the Company shall be terminated Companies and Subsidiaries as of the day before the Closing Date and, from and after the Closing Date, the no Company or Subsidiary shall not have be obligated to make any further rights payment to any Seller or obligations under affiliate, Taxing authority or other person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the ClosingAll Tax indemnity, all Tax sharing sharing, or allocation agreements or other similar agreements, written or unwritten, Contracts (other than this Agreement and any Contract with respect to or involving incidental Tax provisions entered into in the Ordinary Course of Business) between the Company and any other Person shall be terminated and, after as of the Closing Date, and there will be no rights or Liability of Buyer or the Company shall not have any further rights or obligations under any such agreementagreement following the Closing Date.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, arrangements binding any of the Acquired Companies shall be terminated with respect to or involving such Acquired Companies as of the Company shall be terminated day before the Closing Date and, from and after the Closing Date, none of the Company Acquired Companies shall not have be obligated to make any further rights payment to any Seller Party or obligations under Affiliate of any Seller Party, Taxing Authority or other Person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written arrangements binding the Companies and/or any Subsidiary (other than any such agreement or unwritten, arrangement solely between the Companies and any of their Subsidiaries) shall be terminated with respect to or involving the Company shall be terminated and any such Subsidiary as of the day before the Closing Date and, from and after the Closing Date, the no Company nor any of its Subsidiaries shall not have be obligated to make any further rights payment to any Person or obligations under Taxing Authority pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or other similar agreements, written agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company Surviving Corporation shall not have be obligated to make any further rights or obligations under payment to any person pursuant to any such agreementagreement or arrangement for any period.

Termination of Tax Sharing Agreements. As of the ClosingAll Tax sharing, all Tax sharing agreements allocation, indemnity or similar agreements, written or unwritten, agreements with respect to or involving the Company Companies shall be terminated as of the Closing Date and, after the Closing Date, the no Company shall not be bound thereby or have any further rights or obligations under any such agreementliability thereunder.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to any Seller Party or obligations under Affiliate, taxing authority or other Person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As Any Tax indemnification, allocation, sharing or similar agreements under which any of the Closing, all Companies could be liable for the Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving the liability of any Person that is not a Company shall be terminated as of the Closing Date and, from and after the Closing Date, the no Company shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreement.

Termination of Tax Sharing Agreements. As of the Closing, The Sellers shall ensure that any and all Tax sharing Sharing agreements or similar agreements, written agreements or unwritten, with respect to or involving the arrangements binding any Company shall be terminated and, on or before the Closing Date and after the Closing Date, the Company Companies shall not have no obligation to make any further rights or obligations under payments in respect thereof to any such agreementPerson for any period.

Termination of Tax Sharing Agreements. As Any tax allocation or sharing agreement or arrangement, whether or not written, that may have been entered into by Parent or any affiliate of Parent (other than the Closing, all Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving Company) and the Company shall be terminated and, after as to the Company as of the Closing Date, and no payments which are owed by or to the Company pursuant thereto shall not have any further rights or obligations under any such agreementbe made thereunder.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, arrangements with respect to or involving Taxes binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to any Company Holder or obligations under Affiliate, governmental authority or other Person pursuant to any such agreement.agreement or arrangement for any past or future period. (f)

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or Tax sharing agreements between the Company, on the one hand, and Seller or similar agreementsany of its Affiliates, written or unwrittenon the other hand, with respect to or involving the Company shall be terminated as of the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementagreement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax sharing agreements or similar agreementsSharing Agreements between the Company, written or unwrittenon the one hand, with respect to or involving and the Company Stockholders and their Affiliates, on the other hand, shall be terminated and, after as to the Company as of the Closing Date, and the Company shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementTax Sharing Agreement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or Tax sharing agreements between any Group Company, on the one hand, and any Equityholder or similar agreementsany of its Affiliates, written or unwrittenon the other hand, with respect to or involving the Company shall be terminated as of the Closing Date and, from and after the Closing Date, the no Group Company shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementagreement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, arrangements relating to Tax matters between any of the Business Entities on the one hand and Seller or any Continuing Affiliate on the other hand shall be terminated with respect to or involving each of the Company shall be terminated Business Entities as of the day before the Closing Date and, from and after the Closing Date, the Company Business Entities shall not have any further rights or obligations under thereunder for any such agreementpast or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written or unwrittenif any, between the Company and any third party shall be terminated with respect to or involving the Company shall be terminated as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to Sellers or obligations under their Affiliates, Governmental Entity or other Person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the ClosingAll Tax allocation agreements, all Tax indemnity agreements, Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving Contracts between the Company and any of its Subsidiaries shall be terminated andterminate on the day before the Closing Date such that, on, from and after the Closing Date, the Company or any its Subsidiaries shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementagreement for any tax period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, Date the Company shall not have be obligated to make any further rights payment to Seller, Affiliate of Seller, Taxing Authority or obligations under other Person pursuant to any such agreement.agreement or arrangement for any past or future period. 11 - ACQUISTION AGREEMENT

Termination of Tax Sharing Agreements. As The Company and the Subsidiaries of the Closing, Company shall cause the termination prior to the Closing Date of all Tax sharing and indemnity agreements or similar agreements, written or unwritten, with respect to or involving arrangements among the Company shall be terminated andand its Subsidiaries, and after the Closing Date, none of the Company Company, any Subsidiary of the Company, Buyer, or any Affiliate of Buyer shall not be bound thereby or have any further rights or obligations under any such agreementliability thereunder.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to any Seller or obligations under affiliate, Taxing authority or other person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to the Selling Stockholders, any Affiliate of the Selling Stockholders, or obligations under any Taxing Authority or other person pursuant to any such agreementagreement or arrangement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving between the Company and Seller or other Affiliate shall be terminated as of the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make (or receive) any further rights payment pursuant to such agreements for any past or obligations under any such agreementfuture period.

Termination of Tax Sharing Agreements. As All Tax allocation or sharing agreements, if any, binding any of the Closing, all Tax sharing agreements or similar agreements, written or unwritten, with respect to or involving the Company Companies shall be terminated and, after as of the Closing Date, Date and none of the Company Companies shall not have be obligated to make any further rights or obligations under payment to any such agreementPerson thereunder for any period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or Tax sharing agreements or similar agreementsbetween any of the Acquired Companies, written or unwrittenon the one hand, with respect to or involving and any other Person, on the Company other, shall be terminated as of the Closing Date and, from and after the Closing Date, none of the Company Acquired Companies shall not have be obligated to make any further rights or obligations under payment pursuant to any such agreementagreement for any past or future period.

Termination of Tax Sharing Agreements. As of the Closing, all All Tax sharing agreements or similar agreements, written or unwritten, agreements with respect to or involving the Company or any Subsidiary shall be terminated as of the Closing Date and, after the Closing Date, neither the Company nor any of its Subsidiaries shall not be bound thereby or have any further rights or obligations under any such agreementLiability thereunder.

Termination of Tax Sharing Agreements. As of the ClosingThe Stockholders shall ensure that any and all Tax allocation agreements, all Tax sharing agreements or similar agreements, written agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have no obligation to make any further rights or obligations under payments in respect thereof to any such agreementPerson for any period.

Termination of Tax Sharing Agreements. As of the Closing, Any and all Tax allocation or sharing agreements or similar agreements, written other agreements or unwritten, with respect to or involving arrangements binding the Company shall be terminated with respect to the Company as of the day before the Closing Date and, from and after the Closing Date, the Company shall not have be obligated to make any further rights payment to the Company Stockholders, any Affiliate of the Company Stockholders, or obligations under any Taxing Authority or other person pursuant to any such agreementagreement or arrangement for any past or future period.