Common use of Certain Contest Rights Clause in Contracts

Certain Contest Rights. (a) Promptly after receipt by Parent, Purchaser, Company or any Seller of a written notice of any demand, claim or circumstance that, either at such time or after the lapse of time, might give rise to an adjustment or audit of any Tax Return of Company for periods ending on or prior to the Closing Date (“Seller Returns”), or Straddle Period Returns, the party receiving such notice shall notify the other parties hereunder (the “Tax Claim Notice”). The Tax Claim Notice shall contain factual information (to the extent known to the party receiving the inquiry or notice from the taxing authority) describing such demand, claim or circumstance, including any asserted tax liability (an “Asserted Tax Claim”) in reasonable detail and shall include copies of any notice or other document received in respect of any such Asserted Tax Claim.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sra International Inc)

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Certain Contest Rights. (a) Promptly after receipt by ParentBuyer, Purchaser, the Company or any Seller Shareholder of a written notice of any demand, claim or circumstance that, either at such time or after the lapse of time, might give rise to an adjustment or audit of any Tax Return of the Company for periods (i) ending on or prior to the Closing Date (“Seller Returns”)Date, or Straddle Period Returns(ii) beginning before and ending after the Closing Date, the party receiving such notice shall notify the other parties hereunder (the "Tax Claim Notice"). The Tax Claim Notice shall contain factual information (to the extent known to the party receiving the inquiry or notice from the taxing authority) describing such demand, claim or circumstance, including any asserted tax liability (an "Asserted Tax Claim") in reasonable detail and shall include copies of any notice or other document received in respect of any such Asserted Tax Claim.

Appears in 1 contract

Samples: Mantech International Corp

Certain Contest Rights. (a) Promptly after receipt by ParentBuyer, Purchaser, the Company or any Seller Stockholder of a written notice of any demand, claim or circumstance that, either at such time or after the lapse of time, might give rise to an adjustment or audit of any Tax Return of the Company for periods (i) ending on or prior to the Closing Date (“Seller Returns”)Date, or Straddle Period Returns(ii) beginning before and ending after the Closing Date, the party receiving such notice shall notify Buyer and the other parties hereunder Stockholder Representative (the "Tax Claim Notice"). The Tax Claim Notice shall contain factual information (to the extent known to the party receiving the inquiry or notice from the taxing authority) describing such demand, claim or circumstance, including any asserted tax liability (an "Asserted Tax Claim") in reasonable detail and shall include copies of any notice or other document received in respect of any such Asserted Tax Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mantech International Corp)

Certain Contest Rights. (a) Promptly after receipt by ParentBuyer, Purchaser, the Company or any Seller the Stockholders of a written notice of any demand, claim or circumstance that, either at such time or after the lapse of time, might give rise to an adjustment or audit of any Tax Return of the Company for periods ending on or prior to the Closing Date (“Seller Stockholder Returns”), or Straddle Period Returns, the party receiving such notice shall notify the other parties hereunder in turn provide notice (the “Tax Claim Notice”)) to the other parties hereunder. The Tax Claim Notice shall contain factual information (to the extent known to the party receiving the inquiry or notice from the taxing authority) describing such demand, claim or circumstance, including any asserted tax liability (an “Asserted Tax Claim”) in reasonable detail and shall include copies of any notice or other document received in respect of any such Asserted Tax Claim.

Appears in 1 contract

Samples: Stock Purchase Agreement (Perot Systems Corp)

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Certain Contest Rights. (a) Promptly after receipt by ParentBuyer, Purchaser, the Company or any Seller Shareholder of a written notice of any demand, claim or circumstance that, either at such time or after the lapse of time, might give rise to an adjustment or audit of any Tax Return of the Company for periods ending on or prior to the Closing Date (“Seller Shareholder Returns”), or Straddle Period Returns, the party receiving such notice shall notify the other parties hereunder (the “Tax Claim Notice”). The Tax Claim Notice shall contain factual information (to the extent known to the party receiving the inquiry or notice from the taxing authority) describing such demand, claim or circumstance, including any asserted tax liability (an “Asserted Tax Claim”) in reasonable detail and shall include copies of any notice or other document received in respect of any such Asserted Tax Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mantech International Corp)

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