Common use of Treatment of Indemnification Payments Clause in Contracts

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Price, unless (a) otherwise required pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Law) or (b) Buyer and Sellers shall otherwise agree in writing.

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI ARTICLE XII shall be treated by the parties for income Income Tax purposes as adjustments to the Final Purchase Price, unless (a) otherwise required pursuant to a “determination” (by applicable Law. The liabilities in respect of which such indemnification payments are made shall, if applicable, be treated for Income Tax purposes as defined in Section 1313(a) additional applicable liabilities for purposes of the Code or any similar provision of state, local or foreign Law) or (b) Buyer and Sellers shall otherwise agree in writingPurchase Price Allocation.

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI 11 shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Pricepurchase price, unless (ai) otherwise required pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Law) or (bii) Buyer and Sellers shall otherwise agree in writing.

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI 11 shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Price, unless (a) otherwise required pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Lawlaw) or (b) Buyer Purchaser and Sellers the Seller Parties shall otherwise agree in writing.

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI XII shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Price, unless (a) otherwise required pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Law) or (b) Buyer and Sellers shall otherwise agree in writing).

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI 11 shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Price, unless (a) otherwise required pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Lawlaw) or (b) Buyer Purchaser and Sellers Penn shall otherwise agree in writing.

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI ARTICLE XII shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Pricepurchase price, unless (ai) otherwise required pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Law) or (bii) Buyer and provides Sellers with its written consent, which consent shall otherwise agree in writingnot be unreasonably withheld, conditioned or delayed.

Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article XI shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Price, unless (a) otherwise required pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Law) or (b) Buyer and Sellers Seller shall otherwise agree in writing.