Common use of Accounting, Tax and Regulatory Matters Clause in Contracts

Accounting, Tax and Regulatory Matters. No PURCHASER Company -------------------------------------- or any Affiliate thereof has taken any action, or has any Knowledge of any fact or circumstance that is reasonably likely, to (a) prevent the transactions contemplated hereby, including, without limitation, the Merger, from qualifying as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (b) materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(b) of this Agreement or result in the imposition of a condition or restriction of the type referred to in the second sentence of such Section. To the Knowledge of PURCHASER, there exists no fact, circumstance or reason why the requisite Consents referred to in Section 8.1(b) of this Agreement cannot be received in a timely manner without the imposition of any condition or restriction of the type described in the second sentence of such Section 8.1(b).

Accounting, Tax and Regulatory Matters. No PURCHASER Company -------------------------------------- or any -------------------------------------- Affiliate thereof has taken any action, action or has any Knowledge of any fact or circumstance that is reasonably likely, likely to (a) prevent the transactions contemplated hereby, including, without limitation, including the Merger, from qualifying as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (b) materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(b) of this Agreement or result in the imposition of a condition or restriction of the type referred to in the second sentence of such Section. To the Knowledge of PURCHASER, there exists no fact, circumstance circumstance, or reason why the requisite Consents referred to in Section 8.1(b) of this Agreement cannot be received in a timely manner without the imposition of any condition or restriction of the type described in the second sentence of such Section 8.1(b).

Accounting, Tax and Regulatory Matters. No PURCHASER Company -------------------------------------- or any -------------------------------------- Affiliate thereof has taken any action, action or has any Knowledge of any fact or circumstance that is reasonably likely, likely to (a) prevent the transactions contemplated hereby, including, without limitation, including the Merger, from qualifying as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (b) materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(b9.1(b) of this Agreement or result in the imposition of a condition or restriction of the type referred to in the second sentence of such Section. To the Knowledge of PURCHASER, there exists no fact, circumstance circumstance, or reason why the requisite Consents referred to in Section 8.1(b9.1(b) of this Agreement cannot be received in a timely manner without the imposition of any condition or restriction of the type described in the second sentence of such Section 8.1(b9.1(b).