Common use of Tax Claims Clause in Contracts

Tax Claims. Subject to Section 9.7, notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII) shall be governed exclusively by ARTICLE VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 5.21 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII) Article 8) shall be governed exclusively by ARTICLE VII Article 8 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.19 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIIArticle VIII) shall be governed exclusively by ARTICLE VII Article VIII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event event, or proceeding in respect of Taxes of Sellers or their operation of the Company Business prior to Closing (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 3.22 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking undertaking, or obligation in ARTICLE VIIArticle VI) shall be governed exclusively by ARTICLE VII this Section 8.05 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 2.09 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIIArticle XI) shall be governed exclusively by ARTICLE VII Article XI hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company or any Subsidiary (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 2.21 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIISection 7) shall be governed exclusively by ARTICLE VII Section 7 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding Action in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.10 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 3.22 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereofhereof and Section 8.06.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.19 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company or relating to the Purchased Asset or the Business (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 2.16 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIISection 5.4) shall be governed exclusively by ARTICLE VII Section 5.4 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 5.22 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII) Article 8) shall be governed exclusively by ARTICLE VII Article 8 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event event, or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.20 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking undertaking, or obligation in ARTICLE VIISection 7) shall be governed exclusively by ARTICLE VII hereofSection 7.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of any of the Company Acquired Companies (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.20 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII) Article 8) shall be governed exclusively by ARTICLE VII Article 8 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company Companies (including, but not limited to, 92 any such claim in respect of a breach of the representations and warranties in Section 4.24 4.21 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIIArticle IX) shall be governed exclusively by ARTICLE VII Article IX hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event event, or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 3.11 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking undertaking, or obligation in ARTICLE VIISection 7.1 or Section 7.2) shall be governed exclusively by ARTICLE VII hereofSection 7.1.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.18 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company Companies or their Subsidiaries (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 3.21 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII6) shall be governed exclusively by ARTICLE VII 6 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 2.17 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.21 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIIArticle 7) shall be governed exclusively by ARTICLE VII Article 7 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, including any such claim in respect of a breach of the representations and warranties in Section 4.24 hereof 3.20 or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIIArticle 6) shall be governed exclusively by ARTICLE VII hereofArticle 6.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company Group Companies (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 hereof 5.20 or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII) Article 8) shall be governed exclusively by ARTICLE VII Article 8 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of the defense and settlement of any claim, assertion, event or proceeding in respect of Taxes of the Company Tax Claim (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 3.26 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII and Section 9.05(e) hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.21 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 3.22 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE Article VII) shall be governed exclusively by ARTICLE Article VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 hereof this Agreement or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIIArticle 9) shall be governed exclusively by ARTICLE VII Article 9 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event event, or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.18 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking undertaking, or obligation in ARTICLE VIIIX) shall be governed exclusively by ARTICLE VII Article IX hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 5.23 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII) Article 8) shall be governed exclusively by ARTICLE VII Article 8 hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company and the Company Subsidiaries (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 4.21 (Taxes) hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VII) shall be governed exclusively by ARTICLE VII hereof.

Tax Claims. Subject to Section 9.7, notwithstanding Notwithstanding any other provision of this Agreement, the control of any claim, assertion, event or proceeding in respect of Taxes of the Company (including, but not limited to, any such claim in respect of a breach of the representations and warranties in Section 4.24 3.2(e) or 4.15 hereof or any breach or violation of or failure to fully perform any covenant, agreement, undertaking or obligation in ARTICLE VIISection 8 hereof) shall be governed exclusively by ARTICLE VII Section 8 hereof.