Characterization of Payments. For Tax purposes, the parties agree to treat (and shall cause each of their respective Affiliates to treat) any indemnity payment under this Article VII as an adjustment to the Merger Consideration payable pursuant to Article II.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Easterly Acquisition Corp.), Agreement and Plan of Merger (Nexeo Solutions Holdings, LLC), Agreement and Plan of Merger (WL Ross Holding Corp.)
Characterization of Payments. For all applicable income Tax purposes, the parties Parties agree to treat (and shall will cause each of their respective Affiliates to treat) any indemnity indemnification payment under this Article VII as an adjustment to the Merger Consideration payable pursuant to Article IIConsideration.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Medical Action Industries Inc)
Characterization of Payments. For all applicable income Tax purposes, the parties agree to treat (and shall will cause each of their respective Affiliates to treat) any indemnity indemnification payment under this Article VII VIII as an adjustment to the Merger Consideration payable pursuant to Article IIConsideration.
Appears in 1 contract
Characterization of Payments. For Tax purposes, the parties Parties agree to treat (and shall cause each of their respective Affiliates to treat) any indemnity payment under this Article VII as an adjustment to the Merger Final Cash Consideration payable pursuant to Article II.
Appears in 1 contract
Samples: Business Combination Agreement (KLR Energy Acquisition Corp.)
