Common use of Tax and Regulatory Matters Clause in Contracts

Tax and Regulatory Matters. No Parent Entity or, to the Knowledge of Parent, any Affiliate thereof has taken or agreed to take any action, and Parent does not have any Knowledge of any agreement, plan or other circumstance, that is reasonably likely to (i) prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code, or (ii) materially impede or delay receipt of any of the Governmental Approvals.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Opko Health, Inc.), Agreement and Plan of Merger (Bio Reference Laboratories Inc), Agreement and Plan of Merger (PROLOR Biotech, Inc.)

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Tax and Regulatory Matters. No Parent Entity or, to the Knowledge of Parent, any Affiliate thereof has taken or agreed to take any action, and action nor does Parent does not have any Knowledge of any agreement, plan fact or other circumstance, circumstance relating to the Parent Entities that is reasonably likely to (i) prevent the Merger from qualifying as a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (ii) materially impede or delay receipt of any Consents of the Governmental ApprovalsRegulatory Authorities referred to in Section 9.1(b).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Akamai Technologies Inc), Agreement and Plan of Merger (Intervu Inc)

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Tax and Regulatory Matters. No Parent Entity or, to To the Knowledge of Parent, none of Parent or any Affiliate thereof of its Subsidiaries has taken or agreed to take any action, and Parent does not have any Knowledge of any agreement, plan or other circumstance, that is could reasonably likely be expected to (ia) prevent the Merger transactions contemplated hereby, including the Merger, from qualifying as a “reorganization” reorganization within the meaning of Section 368(a) of the Code, or (iib) materially Materially impede or delay receipt of any Consents of the Governmental ApprovalsRegulatory Authorities referred to in Section 8.1 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Analytical Surveys Inc)

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