Common use of ALLOCATION BETWEEN PERIODS Clause in Contracts

ALLOCATION BETWEEN PERIODS. All Taxes shall be determined on the basis of an interim closing of the books of the Company as though its Tax year ended on the Closing Date; provided, that the allocable portion of any periodic Tax that is not based on income, receipts or transactions shall be determined by apportioning the Tax for the entire taxable year based upon the number of days in the pre-Closing period and post-Closing period. The books and records of the Company shall be closed at the end of business on the Closing Date, and for purposes of this Agreement, a short Tax-year period shall end for the period January 1, 2003 through the Closing Date. Seller shall prepare or cause to be prepared, and shall execute on behalf of the Company and file or cause to be filed in a timely manner all federal Tax Returns for the Company for all periods ending on the Closing Date.

ALLOCATION BETWEEN PERIODS. All Taxes shall be determined on the basis of an interim closing of the books of the Company as though its Tax year ended on the Closing Date; provided, that the allocable portion of any periodic Tax that is not based on income, receipts or transactions shall be determined by apportioning the Tax for the entire taxable year based upon the number of days in the prePre-Closing period Period and post-Closing period. The books and records of the Company shall be closed at the end of business on the Closing Date, and for purposes of this Agreement, a short Tax-year period shall end for the period January 1, 2003 2002 through the Closing Date. Seller Sellers shall prepare or cause to be prepared, and shall execute on behalf of the Company and file or cause to be filed in a timely manner all federal Tax Returns for the Company for all periods ending on the Closing Date.