Tax Allocation. The Purchase Price will be allocated among the Purchased Assets for all Tax purposes in accordance with Section 1060 of the Code as described on Schedule 1.08 hereto. After the Closing, the Parties shall make consistent use of such allocation for all Tax purposes and in any Tax Returns filed with the Internal Revenue Service in respect thereof, including IRS Form 8594. In any Proceeding related to the determination of any Tax, neither Buyer nor Seller shall contend or represent that such allocation is not a correct allocation.
Appears in 2 contracts
Samples: Hospital Asset Purchase Agreement, Hospital Asset Purchase Agreement
Tax Allocation. The Purchase Price will be allocated among the Purchased Acquired Assets for all Tax purposes in accordance with Section 1060 of the Code as described on Schedule 1.08 1.7 hereto. After the Closing, the Parties shall make consistent use of such allocation for all Tax purposes and in any Tax Returns filed with the Internal Revenue Service in respect thereof, including IRS Form 8594. In any Proceeding related to the determination of any Tax, neither Buyer nor Seller shall contend or represent that such allocation is not a correct allocation.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Medcath Corp)
Tax Allocation. The Purchase Price will be allocated among the Purchased Acquired Assets for all Tax purposes in accordance with Section 1060 of the Code as described set forth on Schedule 1.08 1.7 hereto. After the Closing, the Parties shall make consistent use of such allocation for all Tax purposes and in any Tax Returns filed with the Internal Revenue Service in respect thereof, including IRS Form 8594. In any Proceeding related to the determination of any Tax, neither Buyer nor Seller Sellers shall contend or represent that such allocation is not a correct allocation.
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