Termination of Tax Sharing Agreements. Any Tax allocation, sharing or indemnity agreement or arrangement (other than this Agreement), whether or not written, that may have been entered into by Seller (or any Affiliate of Seller), on the one hand, and either Company or any of their Subsidiaries, on the other hand, shall be terminated as to the Companies and their Subsidiaries as of the Closing Date, and no payments (or any other obligations) that are owed by or to either Company or their Subsidiaries pursuant thereto shall be required to be made (or performed) thereunder.
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Samples: Stock Purchase Agreement (Interval Leisure Group, Inc.), Stock Purchase Agreement (Gaylord Entertainment Co /De), Stock Purchase Agreement (Interval Leisure Group, Inc.)
Termination of Tax Sharing Agreements. Any Tax allocation, allocation or sharing or indemnity agreement or arrangement (other than this Agreement)arrangement, whether or not written, that may have been entered into by Seller (any of the Company's Subsidiaries or any Affiliate member of Seller), on its affiliated groups (as defined in Section 1504(a) of the one hand, and either Company or any of their Subsidiaries, on the other hand, Code) shall be terminated as of the Closing Date unless a continuation of such agreement is required by law or contract, or consented to by the Companies and their Subsidiaries as of Acquiror. After the Closing Date, and no payments (none of the Surviving LLC or any other obligations) that are owed by of its Subsidiaries shall have any further rights or to either Company or their Subsidiaries pursuant thereto shall be required to be made (or performed) liabilities thereunder.
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Samples: Agreement and Plan of Merger (Goldman Sachs Group Inc), Agreement and Plan of Merger (Goldman Sachs Group Inc)
Termination of Tax Sharing Agreements. Any All Tax allocation, sharing agreements or indemnity agreement similar arrangements between any Purchased Company or arrangement (other than this Agreement), whether or not written, that may have been entered into by Seller (or any Affiliate of Seller)the Purchased Subsidiary, on the one hand, and either Company any Seller or any of their Subsidiariesits Affiliates (other than a Purchased Company or the Purchased Subsidiary), on the other hand, shall be terminated as prior to the Companies and their Subsidiaries as of Closing Date and, after the Closing Date, Buyer, the Purchased Companies, the Purchased Subsidiary and no payments (their Affiliates shall not be bound thereby or have any other obligations) that are owed by or to either Company or their Subsidiaries pursuant thereto shall be required to be made (or performed) liability thereunder.
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Samples: Equity Purchase Agreement (Casella Waste Systems Inc)
Termination of Tax Sharing Agreements. Any Sellers shall terminate, or cause to be terminated, any and all Tax allocationsharing, sharing allocation, indemnity or indemnity agreement or arrangement similar agreements (other than this Agreement), whether or not written, any such agreements that may have been were entered into by Seller (or any Affiliate in the ordinary course of Seller)business, the primary purpose of which is not Taxes) between any of the Acquired Companies, on the one hand, and either Company or any of their Subsidiariesother Person (other than an Acquired Company), on the other hand, prior to the Closing so that, from and after the Closing, no Acquired Company shall be terminated as to the Companies and their Subsidiaries as of the Closing Date, and no payments (or any other obligations) that are owed bound by or obligated to either Company or their Subsidiaries make any payment pursuant thereto shall be required to be made (or performed) thereunder.any such agreement.
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