Common use of Tax Consequences Clause in Contracts

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code. The parties hereto adopt this Agreement as a "plan of reorganization" within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Income Tax Regulations.

Tax Consequences. It is intended by the parties Parties hereto that the Merger shall constitute a tax-free reorganization within the meaning of Section 368 Sections 368(a)(1)(A) and 368(a)(2)(D) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code. The parties hereto adopt this Agreement as a “plan of reorganization” within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Income Tax Regulations.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization "reorganization" within the meaning of Section 368 of the Code. The parties hereto adopt this Agreement as a "plan of reorganization" within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Income Tax Regulations.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall will constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code"). Each party has ---- consulted its own tax advisors with respect to the tax consequences of the Merger.

Tax Consequences. It is intended by the parties hereto Parties that the Merger shall Mergers shall, collectively, constitute a reorganization within the meaning of transaction described in Section 368 351 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code, and the parties hereto hereby adopt this Agreement as a “plan of reorganization” within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the Treasury Regulations promulgated thereunder.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall will constitute a reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code"). Each party has consulted its own tax advisors with respect to the tax consequences of the Merger.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code. No party shall take any action which would, to such party's knowledge, cause the Merger to fail to qualify as a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the intention of the parties hereto that the Merger shall constitute qualify as a reorganization within the meaning of under Section 368 368(a) of the Code.

Tax Consequences. It is intended by the The parties hereto intend that the Merger shall will constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger ---------------- shall constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger Merger, together with the Second Merger, shall constitute a reorganization within the meaning of Section 368 368(a) of the CodeCode and the parties shall not take income tax positions inconsistent with such qualification.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Internal Revenue Code of 1986, as amended (the "Code").

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a tax-free reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a reorganization "reorganization" within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger ---------------- shall constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger ---------------- shall constitute a reorganization within the meaning of Section 368 368(a) of the Internal Revenue Code of 1986, as amended (the "Code"). Each party hereto is relying on its own tax advisor in connection with the Merger.

Tax Consequences. It is intended by the parties hereto that the Merger shall ---------------- constitute a reorganization "reorganization" within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code. No party shall take any action that would, to such party's knowledge, cause the Merger to fail to qualify as a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a)(1)(A) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Internal Revenue Code.

Tax Consequences. It is intended by the parties Parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code, and in particular a triangular merger within the definition rendered by 26 CFR 1.358-6(b)(2)(i). The Parties hereto adopt this Agreement in order to effect a transaction that qualifies as a "plan of reorganization" and in particular a "triangular merger" under Section 368(a)(1)(A) or under Section 368(a)(1)(G) of the Code by reason of the application of Section 368(a)(2)(D) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization “reorganization” within the meaning of Section 368 368(a) of the Code, and the parties hereto adopt this Agreement as a “plan of reorganization” for such purposes.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code (and this Agreement is intended to constitute a plan of reorganization for purposes of Section 368 of the Code).

Tax Consequences. It is intended by the parties ---------------- hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute qualify as a reorganization within the meaning of Section 368 368(a) of the Code, to the extent consistent with the provisions of applicable law.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 (a)(1)(B) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger Mergers shall constitute a reorganization reorganizations within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization "reorganization" within the meaning of Section 368 368(a) of the Code, and the parties hereto adopt this Agreement as a "plan of reorganization" for such purposes.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a tax-free reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a tax-free reorganization within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code").

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization “reorganization” within the meaning of Section 368 368(a) of the Code, and the Parties agree to treat the Merger consistently with this intention for all purposes.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute qualify as a reorganization within under Section 368(a) of the meaning of Code and that the Merger, in conjunction with the Contribution, shall constitute an exchange under Section 368 351 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the CodeCode and the parties hereto agree to report it as such for all tax purposes.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code.. 4 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within with the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall will constitute a reorganization within the meaning of Section 368 of the CodeInternal Revenue Code of 1986, as amended. Each party has consulted with its own tax advisors with respect to the tax consequences of the Merger.

Tax Consequences. It is intended by the parties hereto that the Merger ---------------- shall constitute a reorganization within the meaning of Section 368 of the Code, and each of the parties hereto will use its commercially reasonable efforts to cause the Merger to be treated as such a reorganization.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto The Parties intend that the Merger shall constitute a reorganization within the meaning of the Section 368(a) of the Code, and that this Agreement shall constitute a "plan of reorganization" for the purpose of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall will constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the The parties hereto intend that the Merger shall constitute a tax-free reorganization within the meaning of Section 368 Sections 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a reorganization within the meaning of Section 368 of the Code. It is intended by the parties hereto that the Merger shall be treated for accounting purposes as a "purchase."

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization "reorganization" within the meaning of Section 368 of the CodeCode and Sections 1.368-2(g) and 1.368-3(a) of the United States Income Tax Regulations. The parties shall not take a position on any tax return inconsistent with this Section.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368(a)(2)(E) of the Code (and this Agreement is intended to constitute a plan of reorganization for purposes of Section 368 of the Code).

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a)(1)(A) of the CodeCode as a statutory merger. The parties shall use all reasonable efforts not to take any action inconsistent with this treatment and shall report the tax treatment of this Agreement and the transactions contemplated hereby consistent with this tax treatment.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code, and each party is relying on its own tax advisor in connection with the Merger.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the United States Internal Revenue Code of 1986, as amended (the "Code").

Tax Consequences. It is intended by the parties Parties hereto that the Merger shall constitute a tax-free reorganization within the meaning of Section 368 Sections 354 and 356 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code. The Buyer and the Company will report the Merger as a reorganization described in Section 368(a) of the Code, and comply with the provisions of Treasury Regulation Section 1.368-3.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a tax-free reorganization within the meaning of Section 368 368(a)(2)(D) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a)(1)(B) of the CodeCode and will be reported as such by NTS, ▇▇▇▇▇▇ and the Surviving Corporation for all purposes.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Internal Revenue Code of 1986, as amended (the "Code"). Each party has consulted its own tax advisors with respect to the tax consequences of the Merger.

Tax Consequences. It is intended by the parties hereto that the Merger ---------------- shall constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”).

Tax Consequences. It is intended by the The parties hereto intend that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a tax-free reorganization within under the meaning provisions of Section 368 368(a) of the Tax Code.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a tax-free reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of under Section 368 368(a)(2)(E) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code, and no party to this Agreement shall file any Tax Return in a manner inconsistent with such intention. In addition, all of the parties hereto shall be bound by the provisions of this Agreement regardless of whether the Merger so qualifies.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It The Merger is intended by the parties hereto that the Merger shall constitute to be treated as a reorganization “reorganization” within the meaning of Section 368 368(a) of the Code. Absent a final “determination” to the contrary, within the meaning of Section 1313(a) of the Code, each Party will treat the Merger as such on its U.S. federal income tax returns.

Tax Consequences. It is intended by the The parties hereto intend that the Merger shall constitute a reorganization "reorganization" within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the intent of the parties hereto that the Merger shall constitute will be a reorganization "reorganization" within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the "Code").

Tax Consequences. It is intended by the parties hereto Parties that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the CodeCode and shall not take income tax positions inconsistent with such qualification.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a tax-free reorganization within under the meaning provisions of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto Parties that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the The parties hereto intend that the Merger shall will constitute a reorganization within the meaning of Section 368 of the Code.

Tax Consequences. It is intended by the parties intention of the Parties hereto that the ----------------- Merger shall constitute a reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a "plan of merger" for purposes of Section 368 of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code. It is intended by the parties hereto that the Merger shall be treated for accounting purposes as a "purchase."

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization “reorganization” within the meaning of Section 368 368(a) of the Code.Code and that this Agree▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇ “▇▇▇▇ ▇▇ ▇eorganization” for purposes of the Code and the Treasury Regulations promulgated thereunder. ARTICLE TWO

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization “reorganization” within the meaning of Section 368 368(a) of the Code. The parties agree that any tax due on account of receipt of any part of the Merger Consideration shall be the obligation of the Analytica Stockholders.

Tax Consequences. It is intended by the parties hereto that the Merger shall Mergers shall, collectively, constitute a reorganization within the meaning of transaction described in Section 368 351 of the Code.

Tax Consequences. It is intended by the parties hereto that the Reincorporation Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties Parties hereto that the Merger shall constitute a tax-free reorganization within the meaning of Section 368 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 368(a) of the Code. No party shall take any action which would, to such party’s knowledge, cause the Merger to fail to qualify as a reorganization within the meaning of Section 368(a) of the Code.

Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a reorganization within the meaning of Section 368 of the CodeCode and the parties hereto agree to report it as such for all tax purposes.