Common use of Asset Allocation Clause in Contracts

Asset Allocation. The parties hereto acknowledge that for United States federal and state tax purposes the consideration received by the Seller Parties for the Purchased Assets hereof shall be allocated in accordance with Section 1060 of the Code. In the event that Buyer and Seller agree on a schedule setting forth such an allocation, then all United States federal and state income and other tax returns and information reports (including IRS Form 8594) will be prepared and filed in a manner consistent with such allocation and no party hereto will take any position for United States federal or state tax purposes inconsistent with such allocation in any subsequent returns or proceedings, except as may be required by law.