Common use of Tax and Accounting Treatment Clause in Contracts

Tax and Accounting Treatment. It is intended by the parties hereto that the Merger shall (i) constitute a reorganization within the meaning of Section 368 of the Code and (ii) qualify for accounting treatment as a purchase transaction. The parties to this Agreement hereby adopt this Agreement as a “plan of reorganization” within the meaning of Treasury Regulations Sections 1.368-2(g) and 1.368-3(a).

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Credence Systems Corp), Agreement and Plan of Reorganization (Nptest Holding Corp)

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Tax and Accounting Treatment. It is intended by the 1. The parties hereto intend that the ---------------------------- Merger shall (i) constitute qualify as a reorganization "reorganization" within the meaning of Section 368 368(a) of the Code and (ii) qualify for accounting treatment as a purchase transactionCode. The parties Agreement is intended to this Agreement hereby adopt this Agreement as be a "plan of reorganization" within the meaning of Treasury Regulations Sections 1.368-2(g) the regulations promulgated under the Code and 1.368-3(a)for purposes of Section 354 and 361 of the Code.

Appears in 1 contract

Samples: Affiliation Agreement (CNB Bancshares Inc)

Tax and Accounting Treatment. It is intended by the parties hereto that the Merger shall (i) constitute will qualify as a reorganization within the meaning of Section 368 of the Code Code, and (ii) qualify for accounting treatment will be treated as a purchase transaction"purchase" for financial accounting purposes. The parties No party to this Agreement hereby adopt shall take any action which would prevent the Merger as contemplated by this Agreement from qualifying as a “plan of reorganization” reorganization within the meaning of Treasury Regulations Sections 1.368-2(gSection 368(a) and 1.368-3(a)of the Code, or take any action that would be inconsistent with such treatment.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (PMC Sierra Inc)

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Tax and Accounting Treatment. It is intended by the 1. The parties hereto intend that the Merger shall (i) constitute will qualify as a reorganization "reorganization" within the meaning of Section 368 368(a) of the Code and (ii) qualify for accounting treatment as a purchase transactionCode. The parties Agreement is intended to this Agreement hereby adopt this Agreement as be a "plan of reorganization" within the meaning of Treasury Regulations Sections 1.368-2(g) the regulations promulgated under the Code and 1.368-3(a)for purposes of Section 354 and 361 of the Code.

Appears in 1 contract

Samples: Affiliation Agreement (Peoples Bank Corp of Indianapolis)

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