Common use of Tax and Other Returns and Reports Clause in Contracts

Tax and Other Returns and Reports. THI has timely filed or will file all federal, state and local tax returns and information returns ("Tax Returns") required to be filed by THI and has paid all taxes due for all periods ending on or before December 31, 1995. Adequate provision has been made in the books and records of THI, for all taxes whether or not due and payable and whether or not disputed. Exhibit 6.23.A lists the date or dates through which the IRS and any other governmental entity have examined the United States federal income tax returns and any other Tax Returns of THI. All required Tax Returns, including amendments to date, have been prepared in good faith without negligence or willful misrepresentation and are complete and accurate and in all material respects. Except as set forth in Exhibit 6.23.B, no governmental entity has, during the past three years, examined or is in the process of examining any Tax Returns of THI. Except as set forth on Exhibit 6.23.C, no Governmental Entity has proposed (tentatively or definitively), asserted or assessed or threatened to propose or assert, any deficiency, assessment, lien, or other claim for taxes and there would be no basis for any such delinquency, assessment, lien or claim. There are no agreements, waivers or other arrangements providing for an extension of time with respect to the assessment of any tax or deficiency against THI or with respect to any tax return filed or to be filed by THI.

Tax and Other Returns and Reports. THI DE has timely filed or will file all federal, state and local tax returns and information returns ("Tax Returns") required to be filed by THI DE and has paid all taxes due for all periods ending on or before December 31, 1995. Adequate provision has been made in the books and records of THIDE and in the Financial Statements referred to in Section 5.10 above, for all taxes whether or not due and payable and whether or not disputed. Exhibit 6.23.A 5.29.A lists the date or dates through which the IRS and any other governmental entity have examined the United States federal income tax returns and any other Tax Returns of THIDE. All required Tax Returns, including amendments to date, have been prepared in good faith without negligence or willful misrepresentation and are complete and accurate and in all material respects. Except as set forth in Exhibit 6.23.B5.29.B, no governmental entity has, during the past three years, examined or is in the process of examining any Tax Returns of THIDE. Except as set forth on Exhibit 6.23.C5.29.C, no Governmental Entity has proposed (tentatively or definitively), asserted or assessed or threatened to propose or assert, any deficiency, assessment, lien, or other claim for taxes and there would be no basis for any such delinquency, assessment, lien or claim. There are no agreements, waivers or other arrangements providing for an extension of time with respect to the assessment of any tax or deficiency against THI DE or with respect to any tax return filed or to be filed by THIDE.