Common use of Termination of Tax Sharing Agreements Clause in Contracts

Termination of Tax Sharing Agreements. Any and all Tax sharing agreements (whether written or not) binding upon the Company shall be terminated as of the Effective Time, and thereafter neither the Company, Seller, nor any of Seller’s Affiliates and their respective Representatives shall have any further rights or liabilities thereunder.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Andover National Corp)

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Termination of Tax Sharing Agreements. Any Seller shall terminate any and all Tax allocation or sharing agreements (whether written binding the Acquired Company or not) binding upon any Subsidiary of the Acquired Company shall be terminated as of the Effective Timedate before the Closing Date (other than, at the direction of Buyer, any such agreements that are solely by and thereafter neither among the Company, Seller, nor Acquired Company and any of Seller’s Affiliates and their respective Representatives shall have any further rights or liabilities thereunderits Subsidiaries).

Appears in 1 contract

Samples: Stock Purchase Agreement (Informatica Corp)

Termination of Tax Sharing Agreements. Any Notwithstanding anything to the contrary in this Agreement, all Liabilities, obligations and all other rights between any member of the Affiliated Group which includes Seller or its Affiliates (other than the Acquired Companies), on the one hand, and any Acquired Company, on the other hand, under any Tax sharing agreements or Tax indemnity agreement in effect prior to the Closing Date (whether written or notother than this Agreement) binding upon the Company shall be terminated cease and terminate as of the Effective TimeClosing Date as to all past, present and thereafter neither the Company, Seller, nor any of Seller’s Affiliates and their respective Representatives shall have any further rights or liabilities thereunderfuture taxable periods.

Appears in 1 contract

Samples: Stock Purchase Agreement (Kingsway Financial Services Inc)

Termination of Tax Sharing Agreements. Any The Acquired Companies shall (and the Shareholders shall cause the Acquired Companies to) ensure that any and all Tax allocation agreements, Tax sharing agreements (whether written or not) similar agreements or arrangements binding upon the an Acquired Company shall be terminated with respect to the Acquired Company as of the Effective Timeday before the Closing Date and, from and thereafter neither after the CompanyClosing Date, Seller, nor any of Seller’s Affiliates and their respective Representatives no Acquired Company shall have an obligation to make any further rights or liabilities thereunderpayments in respect thereof to any Person for any period.

Appears in 1 contract

Samples: Share Purchase Agreement (Waters Corp /De/)

Termination of Tax Sharing Agreements. Any and Prior to the Closing Date, Seller shall terminate, or cause the termination of, all Tax sharing agreements (whether written or not) binding upon the Sharing Agreements to which any Acquired Company shall be terminated as of the Effective Time, and thereafter neither the Company, Seller, nor any of Seller’s Affiliates and their respective Representatives shall have any further rights or liabilities thereunderEntity is party.

Appears in 1 contract

Samples: Purchase Agreement (CLARIVATE PLC)

Termination of Tax Sharing Agreements. Any Effective as of the Closing, any and all Tax sharing agreements (whether written or not) binding upon Sharing Agreements between the Company and/or any of its Affiliates (other than the Sold Companies) and the Sold Companies shall be terminated as and shall have no further effect thereafter and thereafter each of the Effective Time, and thereafter neither the Company, Seller, nor any of Seller’s Affiliates and their respective Representatives Sold Companies shall not be bound thereby or have any further rights or liabilities liability thereunder.

Appears in 1 contract

Samples: Asset and Stock Purchase Agreement (Harsco Corp)

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Termination of Tax Sharing Agreements. Any and all existing Tax sharing agreements (whether written or not) binding upon the Company Group Companies shall be terminated as of the Effective Time, and thereafter neither Closing Date. After such date none the CompanyGroup Companies, Seller, Seller’s Affiliates, Buyer nor any of Seller’s Buyers’ Affiliates and their respective Representatives shall have any further rights or liabilities thereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fat Brands, Inc)

Termination of Tax Sharing Agreements. Any and Prior to the Closing Date, the Seller shall terminate or cause to be terminated all Tax sharing agreements (whether written or not) binding upon Sharing Agreements to which the Company shall be terminated as of the Effective Time, and thereafter neither the Company, Seller, nor or any of Seller’s Affiliates and their respective Representatives shall have any further rights or liabilities thereunderSubsidiary is a party.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (American Midstream Partners, LP)

Termination of Tax Sharing Agreements. Any and The Sellers shall have terminated all Tax sharing agreements (whether written or not) binding upon the Sharing Agreements to which any Acquired Company shall be terminated as of the Effective Timeis a party, and thereafter neither the Company, Seller, nor any of Seller’s Affiliates and their respective Representatives no Acquired Company shall have any further obligation or rights or liabilities thereunderthereunder from and after the Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Alliance Laundry Corp)

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