No Other Arrangements. The Acquiror is not a party to any agreement, contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “consenting corporation” within the meaning of Section 341(f) of the Code. The Acquiror does not have any “tax-exempt bond financed property” or “tax-exempt use property” within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 9 contracts
Samples: Share Exchange Agreement (GSP-2, Inc.), Share Exchange Agreement (Kirin International Holding, Inc.), Share Exchange Agreement (Kirin International Holding, Inc.)
No Other Arrangements. The Acquiror is not a party to any agreement, contract Contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “consenting corporation” within the meaning of Section 341(f) of the Code. The Acquiror does not have any “tax-exempt bond financed property” or “tax-exempt use property” within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree Acquiror is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 6 contracts
Samples: Share Exchange Agreement (Reign Resources Corp), Share Exchange Agreement (Gratitude Health, Inc.), Share Exchange Agreement (Vapir Enterprises Inc.)
No Other Arrangements. The Acquiror is not a party to any agreement, contract Contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “consenting corporation” within the meaning of Section 341(f) of the Code. The Acquiror does not have any “tax-exempt bond financed property” or “tax-exempt use property” within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 6 contracts
Samples: Share Exchange Agreement (Sweets & Treats Inc.), Share Exchange Agreement (Legacy Ventures International Inc.), Share Exchange Agreement (Anpulo Food, Inc.)
No Other Arrangements. The Acquiror Purchaser is not a party to any agreement, contract Contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror Purchaser is not a “consenting corporation” within the meaning of Section 341(f) of the Code. The Acquiror Purchaser does not have any “tax-exempt bond financed property” or “tax-exempt use property” within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror Purchaser does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror Purchaser has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree Purchaser is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Gawk Inc.), Asset Purchase Agreement (Elite Data Services, Inc.), Asset Purchase Agreement (Elite Data Services, Inc.)
No Other Arrangements. The Acquiror is not a party to any agreement, contract Contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “consenting corporation” within the meaning of Section 341(f) of the Code. The Acquiror does not have any “tax-exempt bond financed property” or “tax-exempt use property” within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree Acquiror is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 4 contracts
Samples: Share Exchange Agreement (Actinium Pharmaceuticals, Inc.), Share Exchange Agreement (Camp Nine, Inc.), Share Exchange Agreement (Cactus Ventures, Inc.)
No Other Arrangements. The Acquiror is not a party to any agreement, contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “"consenting corporation” " within the meaning of Section 341(f) of the Code. The Acquiror does not have any “"tax-exempt bond financed property” " or “"tax-exempt use property” " within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree Acquiror is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 3 contracts
Samples: Share Exchange Agreement (Bas Consulting Inc), Share Exchange Agreement (Hamptons Luxury Homes Inc), Share Exchange Agreement (Nano Superlattice Technology Inc.)
No Other Arrangements. The Acquiror is not a party to any agreement, contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “"consenting corporation” " within the meaning of Section 341(f) of the Code. The Acquiror does not have any “"tax-exempt bond financed property” " or “"tax-exempt use property” " within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree Company is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 3 contracts
Samples: Share Exchange Agreement (Vemics, Inc.), Share Exchange Agreement (Vemics, Inc.), Share Exchange Agreement (Vemics, Inc.)
No Other Arrangements. The Acquiror is not a party to any agreement, contract Contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “"consenting corporation” " within the meaning of Section 341(f) of the Code. The Acquiror does not have any “"tax-exempt bond financed property” " or “"tax-exempt use property” " within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. , During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 2 contracts
Samples: Share Exchange Agreement (Nac Global Technologies, Inc.), Share Exchange Agreement (Nac Global Technologies, Inc.)
No Other Arrangements. The Acquiror is not a party to any agreement, contract or arrangement for services that would result, individually or in the aggregate, in the payment of any amount that would not be deductible by reason of Section 162(m), 280G or 404 of the Code. The Acquiror is not a “consenting corporation” within the meaning of Section 341(f) of the Code. The Acquiror does not have any “tax-exempt bond financed property” or “tax-exempt use property” within the meaning of Section 168(g) or (h), respectively of the Code. The Acquiror does not have any outstanding closing agreement, ruling request, request for consent to change a method of accounting, subpoena or request for information to or from a Governmental Authority in connection with any Tax matter. During the last two years, the Acquiror has not engaged in any exchange with a related party (within the meaning of Section 1031(f) of the Code) under which gain realized was not recognized by reason of Section 1031 of the Code. The Acquiree Parent is not a party to any reportable transaction within the meaning of Treasury Regulation Section 1.6011-4.
Appears in 1 contract
