Common use of Intermediary Transaction Tax Shelter Clause in Contracts

Intermediary Transaction Tax Shelter. Buyer shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice 2001-16 and/or IRS Notice 2008-111.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Fox Factory Holding Corp), Stock Purchase Agreement (Amn Healthcare Services Inc)

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Intermediary Transaction Tax Shelter. Buyer The Purchaser shall not take any action or cause any action to be taken with respect to the Company subsequent or cause or permit the Company to the Closing take any action that would cause the transactions transaction contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-11111.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Amag Pharmaceuticals Inc.)

Intermediary Transaction Tax Shelter. Buyer The Purchaser shall not take any action or cause any action to be taken with respect to the any Acquired Company subsequent to the Closing that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ducommun Inc /De/), Escrow Agreement (Kadant Inc)

Intermediary Transaction Tax Shelter. Buyer shall not take any action or cause any action to be taken with respect to Blocker, the Company subsequent to the Closing or any of its Subsidiaries that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Limited Liability Company Agreement (TELUS International (Cda) Inc.)

Intermediary Transaction Tax Shelter. Buyer shall not take any action or cause any action to be taken with respect to the any Group Company subsequent to the Closing that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Stock Purchase Agreement (FirstService Corp)

Intermediary Transaction Tax Shelter. Buyer The Purchaser shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing or its Subsidiaries that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Share Purchase Agreement (Intercontinental Hotels Group PLC /New/)

Intermediary Transaction Tax Shelter. Buyer shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing and its Subsidiary that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Stock Purchase Agreement (Heckmann Corp)

Intermediary Transaction Tax Shelter. Buyer The Purchaser shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing or any of its Subsidiaries that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Securities Purchase Agreement (Novanta Inc)

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Intermediary Transaction Tax Shelter. Buyer The Purchaser shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing and its Subsidiaries that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Campbell Soup Co)

Intermediary Transaction Tax Shelter. Buyer Purchaser shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing that would cause the transactions contemplated by this Agreement Transactions to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice 2001-16 and/or IRS Notice 2008-111.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nucor Corp)

Intermediary Transaction Tax Shelter. Buyer shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing Acquired Companies that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Stock Purchase Agreement (Koppers Holdings Inc.)

Intermediary Transaction Tax Shelter. Buyer The Purchaser shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing that would cause the transactions contemplated by this Agreement Contemplated Transactions to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Equity Purchase Agreement (ICF International, Inc.)

Intermediary Transaction Tax Shelter. Buyer The Purchaser shall not take any action or cause any action to be taken with respect to the Company subsequent to the Closing Acquired Companies that would cause the transactions contemplated by this Agreement to constitute part of a transaction that is the same as, or substantially similar to, the “Intermediary Transaction Tax Shelter” described in IRS Notice Internal Revenue Service Notices 2001-16 and/or IRS Notice and 2008-111.

Appears in 1 contract

Samples: Stock Purchase Agreement (TELUS International (Cda) Inc.)

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