Tax Reorganization. The parties hereto intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code and the Treasury Regulations promulgated thereunder, and that this Agreement is hereby adopted as a plan of reorganization for purposes of Section 354 and Section 361 of the Code and within the meaning of Treasury Regulations Section 1.368-2(g), to which Qumu, Synacor and the Merger Sub are parties under Section 368(b) of the Code.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Qumu Corp), Agreement and Plan of Merger and Reorganization (Synacor, Inc.), Agreement and Plan of Merger and Reorganization (Synacor, Inc.)
Tax Reorganization. The parties hereto intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code and the Treasury Regulations promulgated thereunderCode, and that this Agreement is hereby adopted as a plan of reorganization for purposes of Section 354 and Section 361 of the Code and within the meaning of Treasury Regulations Section 1.368-2(g), to which Qumu, Synacor and the Merger Sub are parties under Section 368(b) of the Code.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Hortonworks, Inc.), Agreement and Plan of Merger and Reorganization (Comscore, Inc.), Agreement and Plan of Merger and Reorganization (Rentrak Corp)
Tax Reorganization. The parties hereto Parties intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code and the Treasury Regulations promulgated thereunderCode, and that this Agreement is hereby adopted as a plan of reorganization for purposes of Section 354 and Section 361 of the Code and within the meaning of Treasury Regulations Section 1.368-2(g), . The Parties agree to which Qumu, Synacor and report the Merger Sub are parties under as a reorganization within the meaning of Section 368(b368(a) of the Code, unless otherwise required pursuant to a “determination” within the meaning of Section 1313(a) of the Code.
Appears in 3 contracts
Samples: Merger Agreement (MDWerks, Inc.), Agreement and Plan of Merger (All for One Media Corp.), Agreement (Sugarmade, Inc.)
Tax Reorganization. The parties hereto intend, for U.S. federal income tax purposes, that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code and the Treasury Regulations promulgated thereunderCode, and that this Agreement is hereby adopted as a plan of reorganization for purposes of Section 354 and Section 361 of the Code and within the meaning of Treasury Regulations Section 1.368-2(g), . The parties hereto agree to which Qumu, Synacor and report the Merger Sub are parties under as a reorganization within the meaning of Section 368(b368(a) of the Code, unless otherwise required pursuant to a “determination” within the meaning of Section 1313(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (FaceBank Group, Inc.)
