Common use of Tax Examinations Clause in Contracts

Tax Examinations. All deficiencies which have been asserted against the Borrower or any of the Borrower’s Restricted Subsidiaries as a result of any federal, state, local or foreign Tax examination for each taxable year in respect of which an examination has been conducted have been fully paid or finally settled or are being contested in good faith and have been reserved for in the Borrower’s consolidated financial statements to the extent, if any, required by GAAP, and no issue has been raised by any taxing authority in any such examination which, by application of similar principles, reasonably can be expected to result in assertion by such taxing authority of a material deficiency for any other year not so examined which has not been reserved for in the Borrower’s consolidated financial statements to the extent, if any, required by GAAP. Neither the Borrower nor any of the Borrower’s Restricted Subsidiaries anticipates any additional Tax liability with respect to the years which have not been closed pursuant to applicable law that would have or could reasonably be expected to have a Material Adverse Effect.