Tax Treatment of Payments. Any payment made with respect to adjustments made pursuant to Section 2.04 shall be deemed to be, and each of Parent and Purchaser shall treat such payments as an adjustment to the Purchase Price for federal, state, local and foreign income tax purposes.
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Samples: Easement and License Agreement (Calpine Corp), Easement and License Agreement (Pepco Holdings Inc)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.2 shall be deemed to be, and each of Parent and Purchaser shall the Parties agrees to treat such payments as as, an adjustment to the Purchase Price for federal, state, local and foreign income tax Tax purposes.
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Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.06 shall be deemed to be, and each of Parent Sellers and Purchaser shall treat such payments as as, an adjustment to the Purchase Price purchase price for federal, state, local and foreign income tax Tax purposes, unless otherwise required by Law.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Advanced Emissions Solutions, Inc.)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.3 shall be deemed to be, and each of Parent Seller and the Purchaser shall treat such payments as as, an adjustment to the Purchase Price purchase price for federal, state, local and foreign income tax purposesTax purposes to the extent permitted by applicable Law.
Appears in 1 contract
Samples: Stock Purchase Agreement (Total System Services Inc)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to under Section 2.04 2.4 or Section 2.5 shall be deemed to be, and each of Parent Buyer and Purchaser Seller shall treat such payments as an adjustment them as, adjustments to the Purchase Price for federal, state, local and foreign all other income tax Tax purposes.
Appears in 1 contract
Samples: Purchase Agreement (Geo Group Inc)
Tax Treatment of Payments. Any payment made Payments with respect to adjustments made pursuant to Section 2.04 1.3, if any, shall be deemed to be, and each of Parent and Purchaser all parties shall treat such payments as as, an adjustment to the Purchase Price for federal, state, local and foreign income tax purposesTax purposes except to the extent required by applicable Law to be characterized as interest payments.
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Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.7 and Section 2.12 shall be deemed to be, and each of the Common Equityholders, Parent and Purchaser Merger Sub shall treat such payments as an adjustment to the Common Equity Purchase Price for federal, state, local and foreign income tax purposes.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bottomline Technologies Inc /De/)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.3 (Determination of Purchase Price Adjustment) shall be deemed to be, and each of Parent and Purchaser shall treat such payments treated as an adjustment to the Purchase Price purchase price for U.S. federal, state, local and foreign income tax purposes.Tax purposes to the extent permitted by Law. 35
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Macquarie Infrastructure Corp)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.7 shall be deemed to be, and each of the Sellers, GP, Parent and Purchaser Merger Subs shall treat such payments as an adjustment to the Purchase Price purchase price for federal, state, local and foreign income tax purposesTax purposes to the extent permitted by Law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Applied Industrial Technologies Inc)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to under Section 2.04 2.7 or Section 2.12 shall be deemed to be, and each of Parent Parent, its Affiliates and Purchaser the Equityholders shall treat such payments them, as an adjustment adjustments to the Equity Purchase Price for federal, state, local and foreign all other income tax purposes.
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Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.9 shall be deemed to be, and each of the Equityholders, Parent and Purchaser the Surviving Corporation shall treat such payments as an adjustment to the Initial Purchase Price for federal, state, local and foreign income tax purposesTax purposes to the extent permitted by Law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Universal Health Services Inc)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.11 shall be deemed to be, and each of the Shareholders, Option Holders, Parent and Purchaser Merger Sub shall treat such payments as as, an adjustment to the Initial Purchase Price for federal, state, local and foreign income tax purposes.
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Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.5 shall be deemed to be, and each of Parent and Purchaser all parties shall treat such payments as as, an adjustment to the Purchase Price purchase price for federal, state, local and foreign income tax purposesTax purposes to the extent permitted by applicable law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Total System Services Inc)
Tax Treatment of Payments. Any payment payments made with respect to adjustments made pursuant to Section 2.04 2.3 shall be deemed to be, and each of Parent Seller and Purchaser shall treat such payments as as, an adjustment to the Purchase Price purchase price for federal, state, local and foreign income tax purposesTax purposes to the extent permitted by Law.
Appears in 1 contract
Samples: Unit Purchase Agreement (Universal Truckload Services, Inc.)
Tax Treatment of Payments. (a) Any payment made with respect to adjustments made pursuant to a purchase price adjustment under Section 2.04 2.02 or Section 2.05 shall be deemed to be, and each of Parent and Purchaser shall treat such payments treated by all parties as an adjustment to the Purchase Price for federal, state, local and foreign income tax purposesTax purposes to the extent required or permitted under the Laws of the governing jurisdiction.
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