Tax Treatment of Indemnification. All indemnification payments made under this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for Tax purposes, unless otherwise required by Law.
Appears in 8 contracts
Samples: Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.)
Tax Treatment of Indemnification. All indemnification payments made For all Tax purposes, the Parties agree to treat (and shall cause each of their respective Affiliates to treat) any indemnity payment under this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for Tax purposes, unless otherwise required by LawPrice.
Appears in 5 contracts
Samples: Asset Purchase Agreement, Securities Purchase Agreement (Repay Holdings Corp), Asset Purchase Agreement (Repay Holdings Corp)
Tax Treatment of Indemnification. All indemnification payments made obligations satisfied under this Agreement Agreement, whether in cash or by offset, shall be treated by all Parties the parties as an adjustment to the Purchase Price purchase price for Tax federal and state tax purposes, unless otherwise required by Lawlaw.
Appears in 4 contracts
Samples: Purchase Agreement (American CareSource Holdings, Inc.), Asset Purchase Agreement (American CareSource Holdings, Inc.), Purchase Agreement (American Caresource Holdings, Inc.)
Tax Treatment of Indemnification. All indemnification payments made For all Tax purposes, the parties hereto agree to treat (and shall cause each of their respective Affiliates to treat) any indemnity payment under this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for Tax purposesPrice, unless except as otherwise required by applicable Law.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Assignment and Assumption Agreement (Kemet Corp), Asset Purchase Agreement (Vishay Intertechnology Inc)
Tax Treatment of Indemnification. All indemnification payments made For all Tax purposes, the parties agree to treat (and shall cause each of their respective Affiliates to treat) any indemnity payment under this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for Tax purposes, unless otherwise required by LawPrice.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Primis Financial Corp.), Stock Purchase Agreement (Primis Financial Corp.), Purchase Agreement (Repay Holdings Corp)
Tax Treatment of Indemnification. All indemnification payments made under this Agreement shall be treated by For all Parties as an adjustment to the Purchase Price for Tax purposes, unless otherwise required by Lawlaw, the parties hereto agree to treat (and shall cause each of their respective Affiliates to treat) any indemnity payment under this Agreement as an adjustment to the Purchase Price.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Standard Management Corp), Stock Purchase Agreement (Cardiotech International Inc), Asset Purchase Agreement (Standard Management Corp)
Tax Treatment of Indemnification. All indemnification payments made For all Tax purposes, the Parties agree to treat any indemnity payment under this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for Tax purposes, unless otherwise required to the maximum extent permitted by applicable Law.
Appears in 2 contracts
Samples: Security and Asset Purchase Agreement (Arthur J. Gallagher & Co.), Security and Asset Purchase Agreement (Willis Towers Watson PLC)
Tax Treatment of Indemnification. All indemnification payments made For all Tax purposes the parties hereto agree to treat (and shall cause each of their respective Affiliates to treat) any indemnity payment under this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for Tax purposes, unless otherwise required by LawPrice.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Optical Cable Corp), Agreement and Plan of Merger (Preformed Line Products Co)
Tax Treatment of Indemnification. All indemnification payments made For all Tax purposes, the parties hereto agree to treat any indemnity payment under this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for Tax purposes, consideration received hereunder unless otherwise required by Lawa final determination of a Taxing Authority (which shall include the execution of an IRS Form 870-AD or successor form) provides otherwise.
Appears in 2 contracts
Samples: Business Combination Agreement (Osmotica Pharmaceuticals PLC), Business Combination Agreement (Osmotica Pharmaceuticals LTD)
Tax Treatment of Indemnification. All indemnification payments made obligations satisfied under this Agreement Agreement, whether in cash or by offset, shall be treated by all Parties the parties as an adjustment to the Purchase Price for Tax federal and state tax purposes, unless otherwise required by Lawlaw.
Appears in 1 contract
Samples: Stock Purchase Agreement (American Caresource Holdings, Inc.)
Tax Treatment of Indemnification. All indemnification payments made under this Agreement shall be treated by all Parties the parties as an adjustment to the Purchase Price Aggregate Merger Consideration for Tax purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Premiere Global Services, Inc.)
Tax Treatment of Indemnification. All Any indemnification payments payment made under this Agreement shall will be treated by all Parties the parties as an adjustment to the Purchase Price Cash Payment for Tax tax purposes, unless otherwise required by Lawlaw.
Appears in 1 contract
Tax Treatment of Indemnification. All indemnification payments made under this Agreement and all debits to the Holdback Balance pursuant to Section 8.08 shall be treated by all Parties the parties as an adjustment to the Purchase Price Consideration for Tax purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Andover National Corp)
Tax Treatment of Indemnification. All indemnification payments made For all Tax purposes, the Parties agree to treat any indemnity payment under this Agreement shall be treated by all Parties and any payment pursuant to Section 10.02(a) as an adjustment to the Purchase Price for Tax purposes, unless otherwise required to the maximum extent permitted by applicable Law.
Appears in 1 contract
Samples: Security and Asset Purchase Agreement (Willis Towers Watson PLC)
Tax Treatment of Indemnification. All The Parties agree to treat any indemnification payments payment made under pursuant to this Agreement shall be treated by all Parties as an adjustment to the Purchase Price for all Tax purposes, unless otherwise required by applicable Law.
Appears in 1 contract
Samples: Unit Purchase Agreement (White Mountains Insurance Group LTD)
Tax Treatment of Indemnification. All indemnification payments made obligations satisfied under this Agreement shall be treated by all Parties the parties as an adjustment to the Purchase Price purchase price for Tax federal and state tax purposes, unless otherwise required by Lawlaw.
Appears in 1 contract
Samples: Equity Purchase Agreement (American CareSource Holdings, Inc.)
Tax Treatment of Indemnification. All Any indemnification payments made under pursuant to this Agreement shall will be treated by all Parties for Tax purposes as an adjustment to the Purchase Price for Tax purposes, unless otherwise required to the extent permitted by applicable Law.
Appears in 1 contract
Samples: Stock Purchase Agreement (DealerTrack Holdings, Inc.)
