Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X shall be treated by the parties for income Tax purposes as adjustments to the Purchase Price, unless otherwise required by applicable Law.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Manchester Mall Inc), Asset Purchase Agreement (American Casino & Entertainment Properties LLC), Asset Purchase Agreement (Trump Entertainment Resorts Holdings Lp)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X ARTICLE XII shall be treated by the parties for income Income Tax purposes as adjustments to the Purchase Price, unless otherwise required by applicable Law. The liabilities in respect of which such indemnification payments are made shall, if applicable, be treated for Income Tax purposes as additional applicable liabilities for purposes of the Purchase Price Allocation.
Appears in 3 contracts
Samples: Acquisition Agreement (American Real Estate Partners L P), Terms Agreement (Atlantic Coast Entertainment Holdings Inc), Acquisition Agreement (Pinnacle Entertainment Inc)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X XI shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Price, unless (a) otherwise required by applicable pursuant to a “determination” (as defined in Section 1313(a) of the Code or any similar provision of state, local or foreign Law) or (b) Buyer and Sellers shall otherwise agree in writing.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Gaming & Leisure Properties, Inc.), Membership Interest Purchase Agreement (OCM HoldCo, LLC), Membership Interest Purchase Agreement (Gaming & Leisure Properties, Inc.)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X 9 shall be treated by the parties for income Tax purposes as adjustments to the Purchase Price, unless otherwise required by applicable Law.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Monarch Casino & Resort Inc), Stock Purchase Agreement (Riviera Holdings Corp), Membership Interest Purchase Agreement (Full House Resorts Inc)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X Section shall be treated by the parties Parties for income Tax tax purposes as adjustments to the Purchase Price, purchase price of the Acquired Assets unless otherwise required by applicable Law.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement, Asset Purchase Agreement
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X shall be treated by the parties for income Tax purposes as adjustments to the Purchase Price, unless otherwise required by applicable Law.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Trump Entertainment Resorts, Inc.), ) Master Agreement (MPT Operating Partnership, L.P.), Asset Purchase Agreement (Trump Entertainment Resorts, Inc.)
Treatment of Indemnification Payments. All Any indemnification payments payment made pursuant to this Article X shall will be treated by the parties for income Tax purposes to the extent permitted under applicable law as adjustments an adjustment to the Purchase PricePrice for tax, unless otherwise required by applicable Lawaccounting and all other purposes.
Appears in 2 contracts
Samples: Contribution Agreement (MHI Hospitality CORP), Contribution Agreement (MHI Hospitality CORP)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X shall be treated by the parties hereto for federal income Tax purposes as adjustments to the Purchase Price, unless otherwise required by applicable Law.
Appears in 1 contract
Samples: Asset Purchase Agreement (Nevada Gold & Casinos Inc)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X IX and Section 10.1(a) and all payments made pursuant to Section 3.5(h) shall be treated by the parties Parties for income Tax purposes as adjustments to the Purchase Price, unless otherwise required by applicable Law.
Appears in 1 contract
Samples: Equity Purchase Agreement (Isle of Capri Casinos Inc)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article ARTICLE X shall be treated by the parties for income Tax purposes as adjustments to the Purchase Price, unless otherwise required by applicable Law.
Appears in 1 contract
Samples: Asset Purchase Agreement (Penn National Gaming Inc)
Treatment of Indemnification Payments. All indemnification payments made pursuant to this Article X IX and all payments made pursuant to Section 3.6 shall be treated by the parties for income Tax purposes as adjustments to the Final Purchase Price, unless otherwise required by applicable Applicable Law.
Appears in 1 contract
Samples: Stock Purchase Agreement (Isle of Capri Casinos Inc)
