Common use of Tax Treatment of Indemnity Payments Clause in Contracts

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwise.

Tax Treatment of Indemnity Payments. For all Tax purposespurposes of any Tax, the parties hereto agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase PricePrice to the extent permissible under applicable Law (and not to take a contrary position in any Tax Return, audit, or subsequent proceeding or contest), except to the extent a change in any applicable Law after the Agreement Date requires otherwise.

Tax Treatment of Indemnity Payments. For all Tax purposesExcept to the extent otherwise required by applicable Law and subject to Governmental Orders that are issued based on a fixed amount of Purchase Price, the parties agree to Parties shall treat all payments made under any indemnity provisions contained in this Agreement indemnification payment hereunder as adjustments an adjustment to the Purchase Price, except to the extent applicable Law requires otherwisePrice for all tax purposes.

Tax Treatment of Indemnity Payments. For Unless otherwise required by applicable Law, the parties shall treat any indemnity payment made under this Agreement as an adjustment to the Purchase Price for purposes of all Tax purposesTaxes, and the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwisefile their Tax Returns accordingly.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties Parties agree to treat all indemnity payments made under any indemnity provisions contained in pursuant to this Agreement as adjustments an adjustment to the Purchase Price, except consideration for the Shares to the extent permitted by applicable Law requires otherwiseTax Law.

Tax Treatment of Indemnity Payments. For Unless otherwise required by applicable Law, any indemnity payment made under this Agreement shall be treated by all parties as an adjustment to the purchase price for all federal, state, local and foreign Tax purposes, and the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwiseshall file their Tax Returns accordingly.

Tax Treatment of Indemnity Payments. For All amounts paid with respect to indemnity claims under this Agreement shall be treated by the parties hereto for all Tax purposes, the parties agree to treat all payments made under any indemnity provisions contained in this Agreement purposes as adjustments to the Purchase Price, except to the extent applicable Law requires otherwiseunless otherwise required by Law.

Tax Treatment of Indemnity Payments. For all Tax purposesUnless otherwise required by applicable law, the parties Parties each agree to treat all payments made under any indemnity provisions contained in payment made pursuant to this Agreement as adjustments an adjustment to the Purchase PricePrice for federal, except to the extent applicable Law requires otherwisestate, local and foreign Income Tax purposes.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwise.

Tax Treatment of Indemnity Payments. For all Tax purposes, the The parties agree to treat all payments made by either to or for the benefit of the other under any indemnity provisions contained in of this Agreement and for any misrepresentations or breach of warranties or covenants as adjustments to the Purchase Price, except to the extent applicable Law requires otherwisePrice or as capital contributions for Tax purposes and that such treatment shall govern for purposes hereof.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties agree to treat all indemnity payments made under any indemnity provisions contained in pursuant to this Agreement as adjustments an adjustment to the Purchase Price, except Price to the extent permitted by applicable Law requires otherwiseTax Law.

Tax Treatment of Indemnity Payments. For all Tax purposes, Each of the parties agree agrees to treat all any payments made in respect of Direct Claims pursuant to this Article XII, under any other indemnity provisions contained provision in this Agreement and for any misrepresentations or breach of warranties or covenants as adjustments to the Purchase Price, except to the extent applicable Law requires otherwisePrice for all federal and state income tax purposes.

Tax Treatment of Indemnity Payments. For The Parties agree to, unless otherwise prohibited by Law, (i) treat any indemnity payment made under this Agreement as an adjustment to the Purchase Price for all federal, state, local and foreign Tax purposes, the parties agree to treat and (ii) file all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwiseTax Returns accordingly.

Tax Treatment of Indemnity Payments. For The Parties agree to treat any indemnity payment made pursuant to this Agreement as an adjustment to the Purchase Price for all Tax purposes, the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwiseunless otherwise required by Law.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties The Parties agree to treat all any indemnification payments made under any indemnity provisions contained in to the Investors pursuant to this Agreement as adjustments an adjustment to the final Purchase Price, except Price to the extent permitted by applicable Law requires otherwiseLaw.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties The Parties agree to treat all payments any indemnity payment made under any indemnity provisions contained in this Agreement as adjustments an adjustment to the Purchase Price, Price for all Tax purposes except to the extent applicable Law requires otherwiseotherwise required pursuant to a “determination” within the meaning of Section 1313(a) of the Code (or any similar provision of state or local Law).

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties agree to treat all indemnity payments made under any indemnity provisions contained in pursuant to this Agreement as adjustments an adjustment to the Purchase Price, except purchase price to the extent permitted by applicable Law requires otherwiseTax Law.

Tax Treatment of Indemnity Payments. For all Tax purposes, the The parties hereby agree to treat that any and all payments made under any indemnity provisions contained in pursuant to this Agreement shall, to the maximum extent permitted by applicable Law, be treated for all Tax purposes as adjustments an adjustment to the Purchase Price, except to the extent applicable Law requires otherwise.

Tax Treatment of Indemnity Payments. For All amounts paid with respect to indemnity claims under this Agreement shall be treated by the parties hereto for all Tax purposes, the parties agree to treat all payments made under any indemnity provisions contained in this Agreement purposes as adjustments to the Purchase Price, except to the extent applicable Law requires otherwise.unless otherwise required by Law. 45

Tax Treatment of Indemnity Payments. For Unless otherwise required by applicable Law, the parties shall treat any indemnity payment made under this Agreement as an adjustment to the Purchase Price for all Tax purposespurposes of all Taxes, and the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwisefile their Tax Returns accordingly.

Tax Treatment of Indemnity Payments. For all Tax purposesTo the extent permitted by applicable Law, the parties Parties agree to treat all payments made under any indemnity provisions contained in payment made pursuant to this Agreement as adjustments an adjustment to the Purchase PricePrice for federal, except to the extent applicable Law requires otherwisestate, local and foreign income Tax purposes.

Tax Treatment of Indemnity Payments. For The Parties agree to treat any indemnity payment made pursuant to this Agreement as an adjustment to the consideration payable to Company Equityholders pursuant to ARTICLE I of this Agreement for all Tax purposes, and the parties Parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwisefile their Tax Returns accordingly.

Tax Treatment of Indemnity Payments. For The parties hereto agree to treat any indemnity payment made pursuant to this Agreement as an adjustment to the Purchase Price for all Tax purposes, the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent unless otherwise required by applicable Law requires otherwiseLaws.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties The Parties agree that any indemnification payment made pursuant to treat all payments made under any indemnity provisions contained in this Agreement shall be treated for Tax purposes as adjustments an adjustment to the Purchase Price, except to the extent unless otherwise required by applicable Law requires otherwiseLaw.

Tax Treatment of Indemnity Payments. For all Tax purposes, the The parties agree to treat all payments made under any indemnity provisions contained in payment made pursuant to this Agreement as adjustments an adjustment to the Purchase Priceconsideration paid by Buyer to the Seller Parties for the Assets under this Agreement, except to the extent as otherwise required by applicable Law requires otherwiseLaw.

Tax Treatment of Indemnity Payments. For The Parties agree to treat any indemnity payment made pursuant to this Agreement as an adjustment to the Purchase Price for all Tax purposes, and the parties Parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwisefile their Tax Returns accordingly.

Tax Treatment of Indemnity Payments. For all Tax purposesUnless otherwise required by applicable Law, the parties Parties agree to treat all payments any indemnity payment made under any indemnity provisions contained in this Agreement as adjustments an adjustment to the Purchase PricePrice for federal, except to the extent applicable Law requires otherwisestate, local and foreign income Tax purposes.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase PricePrice (and not to take a contrary position in any Tax Return, audit, or subsequent proceeding or contest), except to the extent a change in any applicable Law after the Agreement Date requires otherwise.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties agree to treat all indemnity payments made under any indemnity provisions contained in pursuant to this Agreement as adjustments an adjustment to the Purchase Price, except Price to the extent applicable Law requires otherwisepermitted by Applicable Law.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties The Parties agree to treat all payments made under any the indemnity provisions contained in of this Agreement Agreement, as adjustments to the Purchase Price, purchase price of the Company Ordinary Shares purchased from the Seller pursuant to this Agreement for all income Tax purposes except to the extent applicable Law requires otherwiseotherwise required pursuant to a “determination” within the meaning of Section 1313(a) of the Code (or any corresponding or similar provision of state, local or foreign law).

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties Parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Final Purchase Price, except to the extent applicable Law requires otherwise.

Tax Treatment of Indemnity Payments. For To the maximum extent permitted by law, the parties shall treat any indemnity payment made under this Agreement as an adjustment to the merger consideration for all federal, state, local and foreign Tax purposes, and the parties agree to treat all payments made under any indemnity provisions contained in this Agreement as adjustments to the Purchase Price, except to the extent applicable Law requires otherwisefile their Tax Returns accordingly.

Tax Treatment of Indemnity Payments. For all The Parties shall treat for Tax purposes, the parties agree to treat all payments made under purposes any indemnity provisions contained in payment made pursuant to this Agreement as adjustments an adjustment to the Purchase Price, except to the extent applicable Law requires otherwise.

Tax Treatment of Indemnity Payments. For all Tax purposes, the parties agree to treat all indemnity payments made under any indemnity provisions contained in pursuant to this Agreement as adjustments an adjustment to the Purchase Price, except Aggregate Consideration Amount to the extent permitted by applicable Law requires otherwiseLaw.