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Common use of Termination of Tax Sharing Agreements Clause in Contracts

Termination of Tax Sharing Agreements. Any Tax allocation, sharing or indemnity agreement or arrangement (other than this Agreement), whether or not written, that may have been entered into by Seller (or any Affiliate of Seller), on the one hand, and either Company or any of their Subsidiaries, on the other hand, shall be terminated as to the Companies and their Subsidiaries as of the Closing Date, and no payments (or any other obligations) that are owed by or to either Company or their Subsidiaries pursuant thereto shall be required to be made (or performed) thereunder.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Gaylord Entertainment Co /De), Stock Purchase Agreement (Interval Leisure Group, Inc.), Stock Purchase Agreement (Interval Leisure Group, Inc.)

Termination of Tax Sharing Agreements. Any Tax allocation, allocation or sharing or indemnity agreement or arrangement (other than this Agreement)arrangement, whether or not written, that may have been entered into by Seller (any of the Company's Subsidiaries or any Affiliate member of Seller), on its affiliated groups (as defined in Section 1504(a) of the one hand, and either Company or any of their Subsidiaries, on the other hand, Code) shall be terminated as of the Closing Date unless a continuation of such agreement is required by law or contract, or consented to by the Companies and their Subsidiaries as of Acquiror. After the Closing Date, and no payments (none of the Surviving LLC or any other obligations) that are owed by of its Subsidiaries shall have any further rights or to either Company or their Subsidiaries pursuant thereto shall be required to be made (or performed) liabilities thereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Goldman Sachs Group Inc), Merger Agreement (Goldman Sachs Group Inc)

Termination of Tax Sharing Agreements. Any Tax allocation, Seller hereby agrees and covenants that any and all existing tax allocation or sharing agreements or indemnity agreement or arrangement (other than this Agreement)arrangements, whether or not written, that may have been entered into by Seller or its Affiliates (or any Affiliate of Sellerother than the Company and its Controlled Affiliates), on the one hand, and either any of the Company or any of their Subsidiariesits Controlled Affiliates, on the other hand, shall be terminated as to the Companies and their Subsidiaries as of on or before the Closing Date, and no payments (to or from the Company or any other obligations) that are owed by or to either Company or their Subsidiaries pursuant thereto of its Controlled Affiliates shall be required to be made (or performed) thereunderafter such termination.

Appears in 1 contract

Samples: Stock Purchase Agreement (Blackrock Inc /Ny)

Termination of Tax Sharing Agreements. Any Effective as of the Closing, any and all Tax allocation, sharing or indemnity agreement or arrangement Sharing Agreements between any of the Sellers and/or any of its Affiliates (other than this Agreement), whether any of the Target Entities or not written, that may have been entered into by Seller (or any Affiliate of SellerCompany Subsidiaries), on the one hand, and either Company or any of their the Target Entities or Company Subsidiaries, on the other hand, shall be terminated as to the Companies and their Subsidiaries as shall have no further effect, and thereafter each of the Closing Date, Target Entities and no payments (Company Subsidiaries shall not be bound thereby or have any other obligations) that are owed by or to either Company or their Subsidiaries pursuant thereto shall be required to be made (or performed) liability thereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Vista Outdoor Inc.)

Termination of Tax Sharing Agreements. Any The Seller hereby agrees and covenants that any and all existing Tax allocation, allocation or sharing agreements or indemnity agreement or arrangement (other than this Agreement)arrangements, whether or not written, that may have been entered into by the Seller (or any Affiliate of Seller), on its Affiliates and the one hand, and either Company or any of their Subsidiaries, on the other hand, AIM (a “Tax Sharing Agreement”) shall be terminated as to the Companies and their Subsidiaries as of on or before the Closing Date, and no payments (to or any other obligations) that are owed by or to either from the Company or their Subsidiaries AIM pursuant thereto to any such Tax Sharing Agreement shall be required to be made (or performed) thereunderafter such termination.

Appears in 1 contract

Samples: Stock Purchase Agreement (Computer Horizons Corp)

Termination of Tax Sharing Agreements. Any Tax sharing, allocation, sharing indemnification or indemnity agreement similar agreements or arrangement arrangements between the Seller or any of its Affiliates (other than this Agreement), whether or not written, that may have been entered into by Seller (or any Affiliate of Seller), on the one hand, Company and either the Subsidiaries) and the Company or and/or any of their Subsidiaries, on the other hand, Subsidiaries shall be terminated as to the Companies and their Subsidiaries effective as of the Closing Effective Date, any rights or obligations under such agreements or arrangements shall no longer have any force or effect, and no additional payments (or any other obligations) that are owed by or to either Company or their Subsidiaries pursuant thereto shall be required to be made (or performed) thereunderafter the Effective Date.

Appears in 1 contract

Samples: Purchase Agreement (Penn Virginia Resource Partners L P)