Tax Matters. Except as set forth on Schedule 3.15:
Appears in 23 contracts
Samples: Equity Purchase Agreement (McGrath Rentcorp), Unit Purchase Agreement (Pathfinder Acquisition Corp), Equity Purchase and Merger Agreement (ManpowerGroup Inc.)
Tax Matters. Except as set forth on Schedule 3.153.12:
Appears in 20 contracts
Samples: Membership Interest Purchase Agreement (Bakkt Holdings, Inc.), Stock Purchase Agreement (MTBC, Inc.), Agreement and Plan of Merger (Total System Services Inc)
Tax Matters. Except as set forth on Schedule 3.153.10:
Appears in 18 contracts
Samples: Purchase Agreement, Securities Purchase Agreement (ModivCare Inc), Share Purchase Agreement (Akumin Inc.)
Tax Matters. Except as set forth on in Schedule 3.153.19:
Appears in 17 contracts
Samples: Common Stock Purchase Agreement (NextDecade Corp.), Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.), Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.)
Tax Matters. Except as set forth on Schedule 3.153.9:
Appears in 16 contracts
Samples: Purchase and Sale Agreement (Southwest Gas Holdings, Inc.), Securities Purchase Agreement (AdaptHealth Corp.), Asset Purchase Agreement (DISH Network CORP)
Tax Matters. Except as set forth on Schedule 3.154.15:
Appears in 16 contracts
Samples: Merger Agreement (nVent Electric PLC), Stock and Warrant Purchase Agreement, Asset Purchase Agreement (Central Energy Partners Lp)
Tax Matters. Except as set forth on Schedule 3.153.11:
Appears in 15 contracts
Samples: Agreement and Plan of Merger (Myers Industries Inc), Contribution Agreement, Stock Purchase Agreement (Paychex Inc)
Tax Matters. Except as set forth on Schedule 3.154.10:
Appears in 15 contracts
Samples: Acquisition Agreement, Stock Purchase Agreement (Lci Industries), Asset Purchase Agreement (Atkore International Holdings Inc.)
Tax Matters. (a) Except as set forth on in Schedule 3.153.28 hereto:
Appears in 14 contracts
Samples: Stock Purchase Agreement (General Roofing Services Inc), Stock Purchase Agreement (General Roofing Services Inc), Stock Purchase Agreement (General Roofing Services Inc)
Tax Matters. Except as set forth on Schedule 3.154.12:
Appears in 13 contracts
Samples: Purchase Agreement (USA Compression Holdings, LLC), Purchase Agreement (Energy Transfer Equity, L.P.), Purchase Agreement (Energy Transfer Partners, L.P.)
Tax Matters. Except as set forth on Schedule 3.153.08:
Appears in 13 contracts
Samples: Stock Purchase Agreement (CNL Strategic Capital, LLC), Membership Interest Purchase and Sale Agreement (Enviva Partners, LP), Share Purchase Agreement
Tax Matters. Except as set forth on Schedule 3.154.11:
Appears in 13 contracts
Samples: Agreement and Plan of Merger (OptimizeRx Corp), Business Combination Agreement (Rice Acquisition Corp.), Business Combination Agreement (Rice Acquisition Corp.)
Tax Matters. Except as set forth on Schedule 3.154.24:
Appears in 13 contracts
Samples: Merger Agreement (Globalink Investment Inc.), Merger Agreement (Revelstone Capital Acquisition Corp.), Merger Agreement (Revelstone Capital Acquisition Corp.)
Tax Matters. Except as set forth on Schedule 3.153.8:
Appears in 12 contracts
Samples: Business Combination Agreement (Rice Acquisition Corp. II), Asset Purchase Agreement (Isun, Inc.), Securities Purchase Agreement (Fuse Medical, Inc.)
Tax Matters. Except as set forth on Schedule 3.153.16:
Appears in 11 contracts
Samples: Service Agreement (GPB Holdings II, LP), Merger Agreement (Fat Brands, Inc), Stock Purchase Agreement
Tax Matters. Except as set forth on Schedule 3.154.16 hereto:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Brekford Traffic Safety, Inc.), Agreement and Plan of Merger (KeyStone Solutions, Inc.), Agreement and Plan of Merger (Brekford Traffic Safety, Inc.)
Tax Matters. Except as set forth on Schedule 3.153.14:
Appears in 10 contracts
Samples: Equity Purchase Agreement (OneWater Marine Inc.), Asset Purchase Agreement (Auxilio Inc), Tax Matters Agreement (Lightstone Value Plus Real Estate Investment Trust, Inc.)
Tax Matters. Except as set forth on in Schedule 3.153.11:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Compass Group Diversified Holdings LLC), Agreement and Plan of Merger (Greif Inc), Escrow Agreement (Tortoise Capital Resources Corp)
Tax Matters. Except as set forth on in Schedule 3.153.18:
Appears in 9 contracts
Samples: Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (Ninteenth Investment Co LLC)
Tax Matters. Except as set forth on in Schedule 3.153.08:
Appears in 9 contracts
Samples: Stock Purchase Agreement (Surgalign Holdings, Inc.), Membership Interest Purchase Agreement (Riot Blockchain, Inc.), Stock Purchase Agreement (Akerna Corp.)
Tax Matters. Except as set forth on Schedule 3.153.13:
Appears in 8 contracts
Samples: Security and Asset Purchase Agreement (Arthur J. Gallagher & Co.), Security and Asset Purchase Agreement (Willis Towers Watson PLC), Security and Asset Purchase Agreement (Willis Towers Watson PLC)
Tax Matters. Except as set forth on Schedule 3.153.17:
Appears in 8 contracts
Samples: Purchase Agreement (Asbury Automotive Group Inc), Purchase Agreement (Asbury Automotive Group Inc), Stock Purchase Agreement (Erickson Air-Crane Inc)
Tax Matters. Except as set forth on in Schedule 3.153.12:
Appears in 7 contracts
Samples: Stock Purchase Agreement (STERLING CONSOLIDATED Corp), Form of Purchase Agreement (Us Search Corp Com), Stock Purchase Agreement (TRM Corp)
Tax Matters. Except as set forth on Schedule 3.154.14:
Appears in 7 contracts
Samples: Membership Interest Purchase Agreement (Wesco International Inc), Agreement and Plan of Merger (HyperSpace Communications, Inc.), Agreement and Plan of Merger (TWO RIVERS WATER Co)
Tax Matters. Except as set forth on Schedule 3.154.13:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (LKQ Corp), Stock and Asset Purchase Agreement (LKQ Corp), Agreement and Plan of Merger (Quest Diagnostics Inc)
Tax Matters. Except as set forth on Schedule 3.153.20:
Appears in 5 contracts
Samples: Stock Purchase Agreement (Civista Bancshares, Inc.), Asset Purchase Agreement (Luna Innovations Inc), Agreement and Plan of Merger (Arrowhead Research Corp)
Tax Matters. Except as set forth on in Schedule 3.153.13:
Appears in 5 contracts
Samples: Share Purchase Agreement (Peabody Energy Corp), Agreement and Plan of Merger (Merge Healthcare Inc), Purchase and Sale Agreement (Bowne & Co Inc)
Tax Matters. Except as set forth on Schedule 3.153.18:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (SB/RH Holdings, LLC), Membership Interests Purchase Agreement (Cornerworld Corp), Stock Purchase Agreement (Cornerworld Corp)
Tax Matters. Except as set forth on Schedule 3.15SCHEDULE 3.24:
Appears in 5 contracts
Samples: Stock Purchase Agreement (Aftermarket Technology Corp), Stock Purchase Agreement (Aftermarket Technology Corp), Stock Purchase Agreement (Aftermarket Technology Corp)
Tax Matters. Except as set forth on provided in Schedule 3.153.22:
Appears in 4 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Maxwell Resources, Inc.), Asset Purchase Agreement (Maxwell Resources, Inc.)
Tax Matters. Except as set forth on in Schedule 3.153.9:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Concentrix Corp), Membership Interest Purchase Agreement (Compass Group Diversified Holdings LLC), Services Agreement (Citizens Communications Co)
Tax Matters. Except as set forth disclosed on Schedule 3.153.13:
Appears in 4 contracts
Samples: Stock Purchase Agreement (Crescent Operating Inc), Stock Purchase Agreement (Crescent Operating Inc), Stock Purchase Agreement (Crescent Operating Inc)
Tax Matters. Except as set forth on Schedule 3.153.21:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Hall Kinion & Associates Inc), Asset Purchase Agreement (Hall Kinion & Associates Inc), Asset Purchase Agreement (Bremen Bearings Inc)
Tax Matters. Except as set forth on in Schedule 3.153.21:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Conversion Labs, Inc.), Purchase and Sale Agreement (TRUEYOU.COM), Credit Agreement (Frost Phillip Md Et Al)
Tax Matters. Except as set forth on Schedule 3.15SCHEDULE 3.21:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Aftermarket Technology Corp), Asset Purchase Agreement (Aftermarket Technology Corp), Asset Purchase Agreement (Aftermarket Technology Corp)
Tax Matters. Except as set forth on in Schedule 3.15:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Excel Trust, L.P.), Plan of Reorganization and Merger Agreement (Newgold Inc), Share Purchase Agreement (Peabody Energy Corp)
Tax Matters. Except as set forth on Schedule 3.153.09:
Appears in 3 contracts
Samples: Share Purchase Agreement (SolarWinds Corp), Agreement and Plan of Merger (Cabot Microelectronics Corp), Agreement and Plan of Merger (XPO Logistics, Inc.)
Tax Matters. Except as set forth on in the attached Schedule 3.153.12:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Base Ten Systems Inc), Stockholders Agreement (Techsys Inc), Agreement and Plan of Merger (Base Ten Systems Inc)
Tax Matters. Except as set forth on described in Schedule 3.153.12 hereto:
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Peoples Savings Financial Corp /Pa/), Agreement and Plan of Reorganization (Emclaire Financial Corp), Agreement and Plan of Reorganization (1st Bergen Bancorp)
Tax Matters. Except as set forth on Schedule 3.15:3.10.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Broadwing Corp), Agreement and Plan of Merger (Broadwing Corp), Agreement and Plan of Merger (Level 3 Communications Inc)
Tax Matters. Except as set forth on Schedule 3.153.07:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ducommun Inc /De/), Escrow Agreement (Kadant Inc), Purchase Agreement (Harbor Global Co LTD)
Tax Matters. Except as set forth on Schedule 3.153.5:
Appears in 3 contracts
Samples: Asset Purchase Agreement (White Electronic Designs Corp), Stock Purchase Agreement (Bowne & Co Inc), Purchase and Sale Agreement (Regency Realty Corp)
Tax Matters. Except as set forth on Schedule 3.153.1(q) hereto:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Homeland Security Capital CORP), Agreement and Plan of Merger (Homeland Security Capital CORP)
Tax Matters. Except as set forth on Schedule 3.152.16:
Appears in 2 contracts
Samples: Stock Purchase Agreement and Plan of Merger (J M SMUCKER Co), Agreement and Plan of Merger (Quotient Technology Inc.)
Tax Matters. Except as otherwise set forth on Schedule 3.15:3.12,
Appears in 2 contracts
Samples: | Stock Purchase Agreement (Mentor Corp /Mn/), 4 Stock Purchase Agreement (Mentor Corp /Mn/)
Tax Matters. Except as set forth on Schedule 3.15:3.9,
Appears in 2 contracts
Samples: Purchase Agreement (Indus International Inc), Purchase Agreement (Systems & Computer Technology Corp)
Tax Matters. Except as set forth on in Schedule 3.153.17:
Appears in 2 contracts
Samples: Stock Purchase Agreement (TAL International Group, Inc.), Stock Purchase Agreement (Century Aluminum Co)
Tax Matters. Except as set forth on Schedule 3.15:3.19: -------------
Appears in 2 contracts
Samples: Asset Purchase Agreement (Alexander & Baldwin Inc), Asset Purchase Agreement (Alexander & Baldwin Inc)
Tax Matters. Except as set forth on Schedule 3.153.20 hereto:
Appears in 2 contracts
Samples: Acquisition Agreement (Packaging Dynamics Corp), Acquisition Agreement (Packaging Dynamics Corp)
Tax Matters. Except as set forth on in Schedule 3.153.10:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Resmed Inc), Stock Purchase Agreement (Telvent Git S A)
Tax Matters. Except as set forth on in Schedule 3.153.09:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Yieldup International Corp), Agreement and Plan of Reorganization (Fsi International Inc)
Tax Matters. Except as set forth on Schedule 3.15SCHEDULE 3.17 hereto:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Digital Equipment Corp), Asset Purchase Agreement (Digital Equipment Corp)
Tax Matters. Except as set forth on Schedule 3.15:3(k):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Roper Industries Inc /De/), Agreement and Plan of Reorganization (Roper Industries Inc /De/)
Tax Matters. Except as set forth on described in Schedule 3.153.12:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Seabulk International Inc), Stock Purchase Agreement (Seabulk International Inc)
Tax Matters. Except as set forth on Schedule 3.15SCHEDULE 3.16:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (World Access Inc /New/), Stock Purchase Agreement (Wellpoint Health Networks Inc /De/)
Tax Matters. Except as set forth on in Schedule 3.153.20:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Abm Industries Inc /De/), Purchase Agreement (Martin Midstream Partners Lp)
Tax Matters. Except as set forth on the attached Schedule 3.153.20:
Appears in 2 contracts
Samples: Stock Contribution and Purchase Agreement (Maxum Petroleum Holdings, Inc.), Stock Purchase Agreement (Maxum Petroleum Holdings, Inc.)
Tax Matters. Except as set forth on in Schedule 3.153.8:
Appears in 2 contracts
Samples: Share Purchase Agreement (SSI Southland Holdings, Inc.), Share Purchase Agreement (Trestle Transport, Inc.)
Tax Matters. Except as set forth on Schedule 3.15in Section 3.11 of the Schedules:
Appears in 2 contracts
Samples: Escrow Agreement, Escrow Agreement
Tax Matters. (a) Except as set forth on Schedule 3.153.16 attached hereto:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Sunlink Health Systems Inc), Stock Purchase Agreement (Nashua Corp)
Tax Matters. Except as set forth on Schedule 3.153.19:
Appears in 2 contracts
Samples: Asset Purchase Agreement (American Tower Corp /Ma/), Stock Purchase Agreement (Avnet Inc)
Tax Matters. Except as set forth on Schedule 3.153.10 hereto:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Patni Computer Systems LTD), Agreement and Plan of Merger (Talk Com)
Tax Matters. Except as set forth on Schedule 3.15:3.2(i):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SFX Entertainment, INC), Agreement and Plan of Merger (SFX Entertainment, INC)
Tax Matters. Except as set forth on in Schedule 3.15:3.01(o):
Appears in 1 contract
Tax Matters. (a) Except as set forth on Schedule 3.15β3.8:
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.153.30:
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.153.1.38:
Appears in 1 contract
Samples: Agreement and Plan of Merger
Tax Matters. Except as set forth on in Schedule 3.15:3.12: Section 3.12
Appears in 1 contract
Tax Matters. Except as set forth on the attached Schedule 3.153.12:
Appears in 1 contract
Samples: Asset Purchase Agreement (Netsmart Technologies Inc)
Tax Matters. Except as set forth described on Schedule 3.153.21:
Appears in 1 contract
Samples: Asset Transfer and Acquisition Agreement (Allmerica Financial Corp)
Tax Matters. Except Other than as set forth disclosed on Schedule 3.153.05:
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.15:3.1(m),
Appears in 1 contract
Samples: Contribution Agreement
Tax Matters. Except as set forth on Schedule 3.153.12 attached hereto:
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.151.3:
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.15β4.13:
Appears in 1 contract
Tax Matters. Except as set forth on in Schedule 3.153.22:
Appears in 1 contract
Tax Matters. Except as set forth provided on Schedule 3.153.19:
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.15:3.1.41,
Appears in 1 contract
Samples: webfiles.thecse.com
Tax Matters. Except as set forth on Schedule 3.153.22:
Appears in 1 contract
Tax Matters. Except as set forth described on Schedule 3.153.26:
Appears in 1 contract
Samples: Administrative Services Agreement (Lincoln National Corp)
Tax Matters. Except as otherwise set forth on in Schedule 3.153.11:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Apple Hospitality Two Inc)
Tax Matters. Except as set forth on Schedule 3.15:3.17: 26
Appears in 1 contract
Samples: Subscription Agreement (Danka Business Systems PLC)
Tax Matters. Except as set forth Unless otherwise provided on Schedule 3.153.10:
Appears in 1 contract
Samples: Asset Purchase Agreement (Total Gas & Electricity (PA) Inc)
Tax Matters. Except as set forth on out in Schedule 3.153.1.13:
Appears in 1 contract
Tax Matters. Except Other than as set forth on Schedule 3.153.18:
Appears in 1 contract
Tax Matters. Except as set forth on in Schedule 3.15:3(m):
Appears in 1 contract
Samples: Asset Purchase Agreement (Synovis Life Technologies Inc)
Tax Matters. Except as set forth on Schedule 3.153.1(l) hereto:
Appears in 1 contract
Samples: Stock Purchase Agreement (American Racing Capital, Inc.)
Tax Matters. Except as set forth on Schedule 3.153.23:
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.153.21 attached hereto:
Appears in 1 contract
Tax Matters. Except as set forth on the corresponding subsection of Schedule 3.153.10:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Primoris Services Corp)
Tax Matters. Except as specifically set forth on in Schedule 3.153.15 hereto:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Connecticut Water Service Inc / Ct)
Tax Matters. Except as set forth on Schedule 3.15SCHEDULE 3.9:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Macquarie Infrastructure Assets LLC)
Tax Matters. Except as set forth on Schedule 3.15:3(k): -------------
Appears in 1 contract
Tax Matters. Except as set forth on Schedule 3.153.18 :
Appears in 1 contract
Tax Matters. Except as otherwise set forth on Schedule 3.15:3.2(t),
Appears in 1 contract
Tax Matters. Except as set forth on the applicable Schedule 3.153.12:
Appears in 1 contract
Tax Matters. Except as set forth on described in Schedule 3.153.10:
Appears in 1 contract
Samples: Securities Purchase Agreement (Metris Companies Inc)
Tax Matters. Except as set forth on Schedule 3.153.7:
Appears in 1 contract
Samples: Membership Interests Purchase Agreement (Van Der Moolen Holding Nv)
Tax Matters. Except as set forth on in Schedule 3.153.14:
Appears in 1 contract
Samples: Asset Purchase Agreement
Tax Matters. Except as otherwise set forth on in Schedule 3.15:3.11: -------------
Appears in 1 contract
Samples: Agreement and Plan of Merger (Apple Hospitality Two Inc)
