Treatment of Indemnity Payments. All payments required to be paid pursuant to this ARTICLE VIII shall be treated as an adjustment to the Investor Purchase Price for Tax purposes, except as otherwise required by Applicable Law.
Appears in 5 contracts
Samples: Investment Agreement, Investment Agreement (Yum China Holdings, Inc.), Investment Agreement (Yum China Holdings, Inc.)
Treatment of Indemnity Payments. All payments required to be Any amount paid pursuant to for indemnification under this ARTICLE Article VIII shall will be treated as an adjustment to the Investor Purchase Price Price, including for all Tax purposes, except as otherwise required by Applicable Lawany Legal Requirement.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Zomedica Corp.), Asset Purchase Agreement (Zomedica Corp.), Asset Purchase Agreement (Navidea Biopharmaceuticals, Inc.)
Treatment of Indemnity Payments. All payments required to be paid Any payment made pursuant to this ARTICLE VIII shall Article VII will be treated as an adjustment to the Investor Purchase Price for Tax purposesto the extent permitted by Law, except as otherwise required by Applicable Lawand the Parties shall make all necessary tax filings consistent with such adjustment.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Myr Group Inc.), Asset Purchase Agreement (Myr Group Inc.)
Treatment of Indemnity Payments. All payments required to be paid Any payment made pursuant to this ARTICLE VIII IX shall be treated as an adjustment to the Investor Purchase Price by the parties for Tax purposes, except as unless otherwise required by Applicable Law.
Appears in 2 contracts
Samples: Stock Purchase Agreement (LogMeIn, Inc.), Stock Purchase Agreement (LogMeIn, Inc.)
Treatment of Indemnity Payments. All payments required to be paid Each payment made pursuant to this ARTICLE Article VIII shall be treated as an a purchase price adjustment to the Investor Purchase Price for Tax purposes, except as otherwise required by Applicable Lawand such agreed treatment shall govern for purposes of this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Brightcove Inc)
Treatment of Indemnity Payments. All Any indemnity payments required to be paid made pursuant to this ARTICLE Article VIII shall shall, to the extent permitted by applicable law, be treated as an adjustment to the Investor Purchase Price for Tax purposes, except as otherwise required by Applicable LawPrice.
Appears in 2 contracts
Samples: Subscription Agreement (Spotless Group LTD), Subscription Agreement (Windswept Environmental Group Inc)
Treatment of Indemnity Payments. All payments required to be paid Any payment made pursuant to this ARTICLE Article VIII shall will be treated as an adjustment to the Investor Purchase Price Price, as the case may be, for all Tax purposes, except as otherwise required to the extent permitted by Applicable applicable Law.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Nortek Inc)
Treatment of Indemnity Payments. All indemnification payments required to be paid pursuant to under this ARTICLE VIII Article IX shall be treated as an adjustment adjustments to the Investor Purchase Price for all applicable Tax purposes, except as is otherwise required by Applicable applicable Law.
Appears in 1 contract
Samples: Asset Sale Agreement
Treatment of Indemnity Payments. All payments required to be paid Any payment made pursuant to this ARTICLE VIII shall Article VII will be treated as an adjustment to the Investor Purchase Price for Tax purposes, except as otherwise required to the extent permitted by Applicable Law.
Appears in 1 contract
Samples: Stock Purchase Agreement (Babcock & Wilcox Enterprises, Inc.)
Treatment of Indemnity Payments. All payments required to be Any amount paid pursuant to for indemnification under this ARTICLE VIII shall will be treated as an adjustment to the Investor Purchase Price Price, including for all Tax purposes, except as otherwise required by Applicable Lawany Legal Requirement.
Appears in 1 contract
Treatment of Indemnity Payments. All Any payments required to be paid (including by offset) made pursuant to this ARTICLE Article VIII shall be treated as an adjustment to the Investor Purchase Price for Tax purposes, except as purposes unless otherwise required by Applicable applicable Law.
Appears in 1 contract
Samples: Asset Purchase Agreement (Janus International Group, Inc.)
Treatment of Indemnity Payments. All payments required to be paid pursuant to under this ARTICLE Article VIII shall be treated as an adjustment adjustments to the Investor Purchase Price for all applicable Tax purposes, except as is otherwise required by Applicable Lawapplicable law.
Appears in 1 contract
Treatment of Indemnity Payments. All payments required to be paid Each payment made pursuant to this ARTICLE Article VIII shall be treated as an a purchase price adjustment for Tax purposes and shall be reported as such by the parties on their Tax Returns, in each case, to the Investor Purchase Price for Tax purposes, except as otherwise required greatest extent permitted by Applicable Law.
Appears in 1 contract
Treatment of Indemnity Payments. All Any payments required made to be paid an Indemnified Person pursuant to this ARTICLE Article VIII shall be treated as an adjustment to the Investor Purchase Price for Tax purposes, except as otherwise required by Applicable Law.
Appears in 1 contract
Samples: Merger Agreement (Webmd Corp /New/)