Common use of Amended Tax Returns Clause in Contracts

Amended Tax Returns. Buyer shall not, and shall not cause or permit any of its Affiliates, the Company, or the Acquired Subsidiary to (i) amend any Tax Return of the Company or the Acquired Subsidiary that covers a Pre-Closing Tax Period or (ii) make any Tax election that has retroactive effect to any Pre-Closing Tax Period, in each case without the prior written consent of Seller, which consent shall not be unreasonably withheld, conditioned or delayed.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Par Petroleum Corp/Co), Environmental Agreement (Tesoro Corp /New/)

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Amended Tax Returns. Neither Buyer nor any Affiliate shall not, and (or shall not cause or permit the Company or any of its AffiliatesSubsidiary to) amend, the Company, refile or the Acquired Subsidiary to (i) amend otherwise modify any Tax Return of relating in whole or in part to the Company or the Acquired any Subsidiary that covers a Pre-Closing Tax Period or (ii) make any Tax election that has retroactive effect with respect to any Pre-Closing Tax Periodtaxable period ending on or before March 31, in each case 2005 or with respect to any taxable period that begins before and ends after March 31, 2005 without the prior written consent of Sellerthe Seller Parent, which consent shall not be unreasonably withheld, conditioned withheld or delayed.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Midamerican Energy Holdings Co /New/), Stock Purchase Agreement (Scottish Power PLC)

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Amended Tax Returns. Buyer Neither Buyer, the Company nor any Subsidiary shall not, and shall not cause file (or permit to be filed) any of its Affiliates, the Company, or the Acquired Subsidiary to (i) amend any amended Tax Return of with respect to the Company or any Subsidiary for any taxable period ending on or before the Acquired Subsidiary that covers a Pre-Closing Tax Period Date or (ii) make any Tax election that has retroactive effect to any Pre-taxable period beginning on or before and ending after the Closing Tax Period, in each case Date without obtaining the prior written consent of Seller, which consent shall not be unreasonably withheld, conditioned or delayed.

Appears in 1 contract

Samples: Stock Purchase Agreement (Axa Financial Inc)

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