Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 9 contracts
Samples: Asset Purchase Agreement (World Energy Solutions, Inc.), Asset Purchase Agreement (Unica Corp), Asset Purchase Agreement (Ss&c Technologies Inc)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 7 contracts
Samples: Asset Purchase Agreement (Optelecom-Nkf, Inc.), Asset Purchase Agreement (Satcon Technology Corp), Asset Purchase and License Agreement (Avanir Pharmaceuticals)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price Aggregate Transaction Consideration for tax Tax purposes.
Appears in 4 contracts
Samples: Merger Agreement (Quality Systems Inc), Agreement and Plan of Merger (Quality Systems Inc), Merger Agreement (Quality Systems Inc)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VI or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price Merger Consideration for tax Tax purposes.
Appears in 3 contracts
Samples: Merger Agreement (Red Hat Inc), Merger Agreement (Vitalworks Inc), Agreement and Plan of Merger (Netegrity Inc)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII Agreement or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price Merger Consideration for tax purposesTax purposes to the extent permitted by Law.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Merger Agreement (Red Hat Inc), Merger Agreement (Brooks Automation Inc)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VII, pursuant to Article VIII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Boston Communications Group Inc), Asset Purchase Agreement (Boston Communications Group Inc)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VI, Section 4.17 or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax Tax purposes.
Appears in 1 contract
Samples: Merger Agreement (On Assignment Inc)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VI or pursuant to Article VII, pursuant to the Escrow Agreement or pursuant to the Tax Escrow Agreement shall be treated as an adjustment to the Purchase Price Merger Consideration for tax Tax purposes.
Appears in 1 contract
Samples: Merger Agreement (Bottomline Technologies Inc /De/)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VII, pursuant to Article VIII or pursuant to the Indemnification Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VIII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price Consideration for tax Tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposesTax purposes allocable to the Cash Purchase Price or Merger Consideration, as appropriate.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement Section 5.9 shall be treated as an adjustment to the Purchase Price for tax Tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII 7, or pursuant to the Escrow Agreement Agreement, shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VI or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party (or amounts set off by Buyer), as may finally be adjusted, pursuant to this Article VII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the an Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VIII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VII, pursuant to Article VIII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax Tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an a Buyer Indemnified Party or a Seller Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement IX shall be treated as an adjustment to the Estimated Adjusted Purchase Price for tax purposes.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement shall be treated for tax purposes as an adjustment to the Purchase Price for tax purposesPrice.
Appears in 1 contract
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII 8, or pursuant to the Escrow Agreement Agreement, shall be treated as an adjustment to the Purchase Price for tax purposes.
Appears in 1 contract
Samples: Membership Interests Purchase Agreement (Nayna Networks, Inc.)
Treatment of Indemnity Payments. Any payments made to an Indemnified Party pursuant to this Article VII VIII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price Merger Consideration for tax Tax purposes.
Appears in 1 contract
Samples: Merger Agreement (Bright Horizons Family Solutions Inc)
