Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business shall be bound by any Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tegal Corp /De/), Agreement and Plan of Merger (Next Level Communications Inc)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business and, after the Closing Date, none neither the Company nor Merger Sub (by virtue of the Company, the Assets or the Business Merger) shall be bound by any such Tax-sharing agreements or similar arrangements (entered into prior to the Closing) or have any Liability thereunder for amounts due in respect of periods prior to or after the Closing Date.
Appears in 2 contracts
Samples: Non Competition Agreement (Websidestory Inc), Non Competition Agreement (Omniture, Inc.)
Tax Sharing Agreements. There are no Tax-agreements for the sharing agreements of Tax liabilities or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets Seller or any of its assets or the Business Business, and, after the Closing Date, none neither Seller nor any of the Company, the Assets its assets or the Business shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Tix CORP), Asset Purchase Agreement (GPS Industries, Inc.)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business Company shall not be bound by any such Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Dateliability thereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Arthrocare Corp), Agreement and Plan of Merger (Arthrocare Corp)
Tax Sharing Agreements. There are no Tax-Tax sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving any of the CompanyCompany or any Company Subsidiary, the Assets or the Business and, after the Closing DateEffective Time, none of the Company, the Assets Company or the Business any Company Subsidiary shall be bound by any Tax-such Tax sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods prior to the Closing DateEffective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Enliven Marketing Technologies Corp), Agreement and Plan of Merger (DG FastChannel, Inc)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving any of the CompanyAcquired Companies, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business Acquired Companies shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods on or prior to the Closing Date.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Ambassadors International Inc), Membership Interest Purchase Agreement (Primoris Services CORP)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business its assets, and, after the Closing DateMerger I Effective Time, none of neither the Company, the Assets or the Business Company nor its assets shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods prior up to and including the Closing DateMerger I Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Basin Water, Inc.), Agreement and Plan of Merger (Basin Water, Inc.)
Tax Sharing Agreements. There are no Tax-agreements for the sharing agreements of Tax liabilities or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets Company or any of its assets or the Business Business, and, after the Closing Date, none neither the Company nor any of the Company, the Assets its assets or the Business shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets Company or the Business any Subsidiary and, after the Closing Date, none of neither the Company, the Assets or the Business shall Company nor any Subsidiary will be bound by any such Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving any of the CompanyAcquired Companies, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business Acquired Companies shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Ambassadors International Inc)
Tax Sharing Agreements. There are no Tax-Tax sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business Company shall not be bound by any Tax-such Tax sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Tax Sharing Agreements. There are no Tax-Tax sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving any of the CompanyAcquired Companies, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business Acquired Companies shall be bound by any Tax-such Tax sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangementsagreements) with respect to or involving the CompanyCompany or any Company Subsidiary, the Assets or the Business and, after the Closing Date, none of neither the Company, the Assets or the Business Company nor any Company Subsidiary shall be bound by any such Tax-sharing agreements or similar arrangements (entered into prior to the Closing) or have any Liability thereunder for amounts due by the Company or any Company Subsidiary in respect of periods prior to or after the Closing Date.
Appears in 1 contract
Samples: Share Purchase Agreement (Ravisent Technologies Inc)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets assets of, or the Business andbusiness conducted by, the Company, and after the Closing Date, none of the Company, the Assets Securities, the assets of, or the Business business conducted by, the Company, shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Digital Realty Trust, Inc.)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the CompanyAcquired Companies, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business Acquired Companies shall not be bound by any such Tax-sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods on or prior to the Closing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Primoris Services CORP)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business shall be bound by any Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Samples: Websidestory Inc
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving any of the Company, the Assets Company or the Business Company Subsidiary, and, after the Closing Date, none of neither the Company, Company nor the Assets or the Business Company Subsidiary shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Microfluidics International Corp)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving any of the CompanyCompany or any Company Subsidiary with any third party, the Assets or the Business and, that after the Closing Date, none of the Company, the Assets or the Business shall be bound by any Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior Effective Time would give rise to the Closing Datean indemnification obligation.
Appears in 1 contract
Tax Sharing Agreements. There are no Tax-sharing agreements or ---------------------- similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business and, after the Closing Date, none of the Company, the Assets or the Business shall be bound by any Tax-such Tax- sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Microcide Pharmaceuticals Inc)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets or the Business its assets, and, after the Closing Date, none of neither the Company, the Assets or the Business Company nor its assets shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability liability thereunder for amounts due in respect of periods prior up to and including the Closing Date.
Appears in 1 contract
Samples: Stock Purchase and Sale Agreement (Zhone Technologies Inc)
Tax Sharing Agreements. There are no Tax-sharing agreements or similar arrangements (including indemnity arrangements) with respect to or involving the CompanyCompany or any of its Subsidiaries, the Assets or the Business and, after the Closing Date, none of the Company, its Subsidiaries, the Assets or the Business shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Hanover Compressor Coc)
Tax Sharing Agreements. There are no Tax-agreements for the sharing agreements of Tax liabilities or similar arrangements (including indemnity arrangements) with respect to or involving the Company, the Assets Company (or any of its Subsidiaries) or any of its assets or the Business Business, and, after the Closing Date, none neither the Company nor any of the Company, the Assets its assets or the Business shall be bound by any such Tax-sharing agreements or similar arrangements or have any Liability thereunder for amounts due in respect of periods prior to the Closing Date.
Appears in 1 contract
