Common use of FIRPTA Matters Clause in Contracts

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) the Company shall deliver to the IRS the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 11 contracts

Sources: Merger Agreement, Merger Agreement (Cavium, Inc.), Merger Agreement (Website Pros Inc)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) the Company shall deliver to the IRS Internal Revenue Service the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 4 contracts

Sources: Merger Agreement (Inhale Therapeutic Systems Inc), Merger Agreement (Chordiant Software Inc), Merger Agreement (Titan Corp)

FIRPTA Matters. At the Closing, : (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 - 1.897-2(h)(1)(i) of the United States Treasury Regulations, Regulations (the “FIRPTA Statement”); and (b) the Company shall deliver to the IRS Internal Revenue Service the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury RegulationsRegulations (the “FIRPTA Notification”).

Appears in 3 contracts

Sources: Merger Agreement (Under Armour, Inc.), Merger Agreement (Under Armour, Inc.), Merger Agreement (Under Armour, Inc.)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) the Company shall deliver to the IRS the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇Section 1.897 — 2(h)(2) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ of the United States Treasury Regulations.

Appears in 3 contracts

Sources: Loan and Security Agreement (Broadsoft Inc), Merger Agreement (Broadsoft Inc), Merger Agreement (WEB.COM, Inc.)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 - 1.897-2(h)(1)(i) of the United States Treasury Regulations, and (b) the Company shall deliver to the IRS Internal Revenue Service the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇Section 1.897-2(h)(2) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ of the United States Treasury Regulations.

Appears in 2 contracts

Sources: Merger Agreement (Copper Mountain Networks Inc), Merger Agreement (Tut Systems Inc)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to ParentCool▇▇ ▇▇▇ward LLP) conforming to the requirements of Section 1.897 - 2(h)(1)(i1.897-2(h)(1)(I) of the United States Treasury RegulationsRegulation, and (b) the Company shall deliver to the IRS Parent the notification required to be delivered to the Internal Revenue Service under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇Section 1.897-2(h)(2) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ of the United States Treasury Regulations.

Appears in 1 contract

Sources: Merger Agreement (Ask Jeeves Inc)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to the Parent a statement (in such form as may be reasonably requested by counsel to the Parent) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) the Company shall deliver to the IRS the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 1 contract

Sources: Merger Agreement (Edgewater Technology Inc/De/)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 ▇▇▇▇▇▇▇ ▇.▇▇▇ - 2(h)(1)(i▇(▇)(▇) of the United States ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations, Regulations and (b) the Company shall deliver to the IRS Internal Revenue Service the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 1 contract

Sources: Agreement and Plan of Merger and Reorganization (Select Medical Corp)

FIRPTA Matters. At the Closing, : (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, ; and (b) the Company shall deliver to the IRS the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 1 contract

Sources: Merger Agreement (Acquicor Technology Inc)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to ParentBrob▇▇▇, ▇▇le▇▇▇ & ▇arr▇▇▇▇ ▇▇▇) conforming to the requirements of Section 1.897 - 2(h)(1)(i1.897-2(h)(1)(I) of the United States Treasury RegulationsRegulation, and (b) the Company shall deliver to Parent for delivery to the IRS Internal Revenue Service the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇Section 1.897-2(h)(2) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ of the United States Treasury Regulations.

Appears in 1 contract

Sources: Merger Agreement (Packeteer Inc)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel to Parent) conforming to the requirements of Section 1.897 ▇▇▇▇▇▇▇ ▇.▇▇▇ - 2(h)(1)(i▇(▇)(▇)(▇) of the United States ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations, and (b) the Company shall deliver to the IRS the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 1 contract

Sources: Merger Agreement (Micronetics Inc)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent a statement (in such form as may be reasonably requested by counsel is attached hereto to Parentas EXHIBIT K) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) the Company shall deliver to the IRS Internal Revenue Service the notification required under ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 1 contract

Sources: Merger Agreement (Mitokor)

FIRPTA Matters. At the Closing, (a) the Company shall deliver to Parent Parent: (a) a statement (in such form as may be reasonably requested by counsel is attached hereto to Parentas Exhibit M) conforming to the requirements of Section 1.897 - 2(h)(1)(i) of the United States Treasury Regulations, and (b) a notice for filing with the Company shall deliver to Internal Revenue Service conforming with the IRS the notification required under requirements of ▇▇▇▇▇▇▇ ▇.▇▇▇ - ▇(▇)(▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Treasury Regulations.

Appears in 1 contract

Sources: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)