Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price.
Appears in 16 contracts
Samples: Purchase and Sale Agreement, Master Purchase and Sale Agreement (Varex Imaging Corp), Master Purchase and Sale Agreement (Perkinelmer Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price.
Appears in 13 contracts
Samples: Asset Purchase Agreement (Enphase Energy, Inc.), Asset Purchase Agreement (AuraSound, Inc.), Asset Purchase Agreement (AuraSound, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PriceTransaction Consideration to the extent permitted by applicable Law.
Appears in 13 contracts
Samples: Asset Purchase Agreement (Ranger Energy Services, Inc.), Asset Purchase Agreement (Rent a Center Inc De), Asset Purchase Agreement (Ranger Energy Services, Inc.)
Treatment of Indemnification Payments. All indemnification Any payments made pursuant to the indemnification obligations arising under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for all Tax purposes.
Appears in 6 contracts
Samples: Equity Purchase Agreement (Premier, Inc.), Asset Purchase Agreement (Evolent Health, Inc.), Asset Purchase Agreement (Evolent Health, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice to the extent permitted by applicable Law.
Appears in 6 contracts
Samples: Purchase Agreement (Lowell Farms Inc.), Asset Purchase Agreement (Lowell Farms Inc.), Membership Interest Purchase Agreement (RumbleON, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase Price.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Medimmune Inc /De), Asset Purchase Agreement (Ventiv Health Inc), Asset Purchase Agreement (Ventiv Health Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase PricePrice for Tax purposes. In the event that any Governmental Authority successfully asserts that such indemnification payments are taxable, then such indemnification payments shall be made on an after-Tax basis.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Rand Logistics, Inc.), Asset Purchase Agreement (Rand Logistics, Inc.), Asset Purchase Agreement (Rand Logistics, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice to the maximum extent allowable under applicable law.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Indevus Pharmaceuticals Inc), Asset Purchase Agreement (Invitrogen Corp), Asset Purchase Agreement (Invitrogen Corp)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price, to the extent payment can be properly characterized as such under applicable tax law.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (I Many Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the both Parties as an adjustment to the Adjusted Purchase Price.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Metrika Systems Corp), Stock Purchase and Sale Agreement (Nortek Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase Price.
Appears in 2 contracts
Samples: Acquisition and License Agreement (Riverstone Networks Inc), Asset Purchase Agreement (Nur Macroprinters LTD)
Treatment of Indemnification Payments. All Unless otherwise required by applicable law, all indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Final Adjusted Purchase Price.
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Envestnet, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for all Tax purposes unless otherwise required by Legal Requirement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Axovant Sciences Ltd.), Asset Purchase Agreement (Axovant Sciences Ltd.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties Buyer and Sellers as an adjustment to the Adjusted Purchase Price.
Appears in 2 contracts
Samples: Purchase Agreement (Tortoise Capital Resources Corp), Purchase Agreement (James River Coal CO)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties Buyer and Seller as an adjustment to the Adjusted Purchase Price.
Appears in 2 contracts
Samples: Share Purchase Agreement (Peabody Energy Corp), Stock Purchase Agreement (Peabody Energy Corp)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price, to the extent consistent with applicable law.
Appears in 2 contracts
Samples: Asset Purchase and Sale Agreement (Sycamore Networks Inc), Asset Purchase and Sale Agreement (Openwave Systems Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice to the extent permitted by Applicable Law.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Zomedica Corp.), Stock Purchase Agreement (Zomedica Corp.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PriceMerger Consideration to the extent permitted by applicable Law.
Appears in 2 contracts
Samples: Merger Agreement (RumbleON, Inc.), Merger Agreement (FriendFinder Networks Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties (including for Tax purposes) as an adjustment to the Adjusted Purchase Price, unless otherwise required by Law.
Appears in 2 contracts
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for Tax purposes, unless otherwise required by applicable Law.
Appears in 2 contracts
Samples: Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement (Ariba Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase PricePrice to the extent permitted by applicable Law.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Nexxus Lighting, Inc.), Asset Purchase Agreement (Nexxus Lighting, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase PricePrice for Tax purposes.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Bnccorp Inc), Purchase and Sale Agreement (Hub International LTD)
Treatment of Indemnification Payments. All The Parties shall treat all indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price.
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Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for tax purposes to the extent permitted by law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for Tax purposes to the extent permitted by law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification Indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PriceConsideration to the extent permitted by Applicable Law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for all purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Stock Purchase Agreement (Live Nation Entertainment, Inc.)
Treatment of Indemnification Payments. All indemnification payments ------------------------------------- made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice to the extent permitted by law.
Appears in 1 contract
Treatment of Indemnification Payments. All Except for payments made pursuant to Section 6.15, all indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price, including for Tax purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Share Purchase Agreement
Treatment of Indemnification Payments. All Any indemnification payments made under this Agreement shall will be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for tax purposes.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice to the maximum extent allowable under applicable law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase PricePrice for Tax purposes unless otherwise required by applicable Law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase PriceAggregate Consideration for Tax purposes.
Appears in 1 contract
Treatment of Indemnification Payments. All Any indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase PricePrice to the maximum extent allowable under applicable law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for tax purposes, unless otherwise required by law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for all Tax purposes unless otherwise required by Law.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PriceConsideration to the extent permitted by Applicable Law.
Appears in 1 contract
Samples: Asset Purchase Agreement (Verb Technology Company, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase Price, to the extent permitted by applicable Law.
Appears in 1 contract
Samples: Asset Purchase Agreement (XTL Biopharmaceuticals LTD)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PriceClosing Payment; provided that such indemnification payments shall not affect the calculation of the maximum aggregate liability of the Seller under Section 6.5(a)(ii).
Appears in 1 contract
Samples: Purchase and Sale Agreement (Tier Technologies Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice to the extent permitted by law.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Trex Medical Corp)
Treatment of Indemnification Payments. All Unless otherwise required by applicable Tax law, all indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Samples: Asset Purchase Agreement (Higher One Holdings, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for Tax purposes to the extent permitted by Law.
Appears in 1 contract
Samples: Asset Purchase Agreement (Precision Biosciences Inc)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Pricepurchase price to the maximum extent allowable under applicable law.
Appears in 1 contract
Treatment of Indemnification Payments. All To the extent permitted by Law, all indemnification payments made under this Agreement shall be treated by the Parties parties as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Treatment of Indemnification Payments. All For purposes of Section 9.5, all indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice unless otherwise required by applicable law.
Appears in 1 contract
Samples: Master Asset Purchase and Sale Agreement (InvenSense Inc)
Treatment of Indemnification Payments. All indemnification ------------------------------------- payments made under this Agreement shall be treated by the Parties all parties as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Samples: Asset Purchase Agreement (Prodigy Communications Corp)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Net Purchase PricePrice to the extent permitted by applicable Law.
Appears in 1 contract
Samples: Stock Purchase Agreement (Fiesta Restaurant Group, Inc.)
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties parties for Tax purposes as an adjustment to the Adjusted Purchase Price.
Appears in 1 contract
Treatment of Indemnification Payments. All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase Pricepurchase price for all Tax purposes.
Appears in 1 contract
Samples: Merger Agreement (Vistaprint N.V.)
Treatment of Indemnification Payments. All The Parties shall treat all indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Adjusted Purchase PricePrice for all Tax purposes to the extent permitted by applicable Law.
Appears in 1 contract
