Common use of Tax Examinations Clause in Contracts

Tax Examinations. All deficiencies which have been asserted against the Borrower, or any of its 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 such deficiencies are being contested (or the Borrower or such Subsidiary plans to contest such deficiencies) in good faith, 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 Agreement Accounting Principles. Except as permitted pursuant to Section 7.2(D), neither of the Borrower, nor any of its Subsidiaries anticipates any tax liability with respect to the years which have not been closed pursuant to applicable law.

Tax Examinations. All Except as described in the Disclosure Letter, all material deficiencies which have been asserted against the Borrower, Borrower or any of its the Borrower's 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 such deficiencies are being contested (or the Borrower or such Subsidiary plans to contest such deficiencies) in good faith, and as of the Closing Date 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 Agreement Accounting Principles. Except as permitted pursuant to Section 7.2(D), neither the Borrower nor any of the Borrower, nor any of its 's Subsidiaries anticipates any material tax liability with respect to the years which have not been closed pursuant to applicable law.

Tax Examinations. All Except as described in SECTION 4 of the Disclosure Letter, all material deficiencies which have been asserted against the Borrower, Borrower or any of its the Borrower's 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 such deficiencies are being contested (or the Borrower or such Subsidiary plans to contest such deficiencies) in good faith, and as of the Closing Date 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 Agreement Accounting Principles. Except as permitted pursuant to Section SECTION 7.2(D), neither the Borrower nor any of the Borrower, nor any of its 's Subsidiaries anticipates any material tax liability with respect to the years which have not been closed pursuant to applicable law.