Common use of Termination of Existing Tax Sharing Agreements Clause in Contracts

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwritten, between the Transferred Companies and Parent or any of its subsidiaries, predecessors or Affiliates (other than any of the Transferred Companies), shall be terminated as of the Closing and there shall be no continuing obligation to make any payments thereunder.

Appears in 3 contracts

Sources: Merger Agreement (Cendant Stock Corp), Agreement and Plan of Merger and Reorganization (Fah Co Inc), Merger Agreement (Avis Rent a Car Inc)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwrittenoral, between the Transferred Companies and Parent Company (or any of its subsidiaries, predecessors Subsidiary or Affiliates (other than any Affiliate of the Transferred CompaniesCompany), on the one hand, and any Subsidiary of the Company, on the other, shall be terminated by the Company and such Subsidiaries as of the Closing and there shall be no continuing obligation to make any payments thereunderDate.

Appears in 3 contracts

Sources: Stock Purchase Agreement (Kaneb Services LLC), Stock Purchase Agreement (Kaneb Pipe Line Operating Partnership Lp), Stock Purchase Agreement (Statia Terminals Group Nv)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwrittenoral, between Seller and the Transferred Companies and Parent or any of its subsidiaries, predecessors or Affiliates (other than any of the Transferred Companies)Company, shall be terminated terminate as of the Closing and there shall be no continuing obligation to make any payments thereunderClosing.

Appears in 2 contracts

Sources: Stock Purchase Agreement (VeriChip CORP), Stock Purchase Agreement (Interpublic Group of Companies Inc)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwritten, between the Transferred Companies and Parent binding any Company or any Subsidiary of its subsidiaries, predecessors or Affiliates (other than any of the Transferred Companies)a Company, shall be terminated as of the Closing and there shall be no continuing obligation to make any payments thereunder.Closing. 76 84

Appears in 2 contracts

Sources: Purchase Agreement (Reliant Energy Resources Corp), Purchase Agreement (Reliant Energy Mid Atlantic Power Services Inc)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, (whether written or unwritten, between not) binding upon the Transferred Companies and Parent Company or any of its subsidiaries, predecessors or Affiliates Subsidiaries (other than any such agreement reflected in a commercial Contract entered into in the ordinary course of the Transferred Companies), business that does not primarily relate to Taxes) shall be terminated effective as of the Closing and there Closing. After such date neither the Company, any Equityholder, any Affiliate of any Equityholders, nor any of their respective Representatives, shall be no continuing obligation to make have any payments further rights or liabilities thereunder.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (OncoCyte Corp), Merger Agreement (OncoCyte Corp)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwrittenoral, between Seller and the Transferred Companies and Parent Company or any of its subsidiaries, predecessors or Affiliates (other than any of the Transferred Companies), Subsidiaries shall be terminated terminate as of the Closing and there shall be no continuing obligation to make any payments thereunderClosing.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Rightside Group, Ltd.), Stock Purchase Agreement (Tucows Inc /Pa/)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwrittenoral, between the Transferred Companies and Parent or any Affiliate of its subsidiaries, predecessors Parent and the Company or Affiliates (other than any of the Transferred Companies)Company Subsidiary, shall be terminated terminate as of the Closing and there shall be no continuing obligation to make any payments thereunderClosing.

Appears in 2 contracts

Sources: Stock Sale Agreement (Infospace Inc), Stock Sale Agreement (Lightbridge Inc)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwrittenoral, between Parent and the Transferred Companies and Parent or any of its subsidiaries, predecessors or Affiliates (other than any of the Transferred Companies)Company, shall be terminated terminate as of the Closing and there shall be no continuing obligation to make any payments thereunderClosing.

Appears in 2 contracts

Sources: Stock Sale Agreement (Arrow Electronics Inc), Stock Sale Agreement (Merisel Inc /De/)

Termination of Existing Tax Sharing Agreements. Any and ----------------------------------------------- all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwritten, between the Transferred Companies Seller and Parent the Company or any of its subsidiaries, predecessors or Affiliates (other than any Subsidiaries of the Transferred Companies)Company, shall be terminated as of the Closing and there shall be no continuing obligation to make any payments thereunderClosing.

Appears in 1 contract

Sources: Stock Purchase Agreement (Ralcorp Holdings Inc /Mo)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, written or unwritten, between binding the Transferred Companies and Parent Company or any of its subsidiaries, predecessors or Affiliates (other than any of the Transferred Companies)Subsidiaries, shall be terminated as of the Closing and there shall be no continuing obligation to make any payments thereunderClosing.

Appears in 1 contract

Sources: Stock Purchase Agreement (Cendant Corp)

Termination of Existing Tax Sharing Agreements. Any and all existing Tax sharing allocation, indemnification or similar agreements or arrangements, (whether written or unwritten, between not) binding upon the Transferred Companies and Parent or any of its subsidiaries, predecessors or Affiliates (other than any of the Transferred Companies), Company shall be have been terminated as of the Closing and there Date (other than any customary commercial contracts entered into in the ordinary course of business the principal subject of which is not Taxes or agreements solely between or among the Transferred Companies). After such date, none of the Transferred Companies or Sellers shall be no continuing obligation to make have any payments further rights or liabilities thereunder.

Appears in 1 contract

Sources: Membership Interest Assignment Agreement (Forian Inc.)