Common use of Tax Law Compliance Clause in Contracts

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o) hereof in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income income, property and franchise tax returns returns, or extensions thereof, which have been required to be filed and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as where the failure to do so would not, individually or not reasonably be expected to result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1 (i) hereof above in respect of all federal, state and foreign income income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except except, in all cases, for any taxes, assessments, fines or penalties as may be being contested such amounts that the Company is contesting in good faith and by appropriate proceedings except in any case in which the failure to so file or as pay would not, individually or not in the aggregate, aggregate cause a Material Adverse Change. The Company has made made, to the extent required by GAAP, adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(i) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings and except to the extent a failure to so file or as pay would not, individually or in the aggregate, cause have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(p) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or proceedings, and except for such exceptions as would notcould not reasonably be expected, individually or in the aggregate, cause to result in a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o2(m) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings proceedings, except where a default to make such filings or as payments would not, individually or in the aggregate, cause have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(n) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns or have properly requested extensions thereof, except in any case in which the failure to so file would not result in a Material Adverse Change, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or not result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(i) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income income, property and franchise tax returns other than those the failure to file would not result in a Material Adverse Change, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as such amounts the failure to pay would not, individually or not result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(l) hereof above in respect of all material federal, state and foreign income income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Each of the Company and its consolidated subsidiaries have has filed all necessary federal, state, local and foreign income income, franchise and franchise other applicable tax returns in a timely manner (after giving effect to all permissible extensions) and have has paid all taxes required to be paid by any of them it and, if due and payable, any related or similar assessment, fine or penalty levied against any of themit, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and for which reserves in accordance with GAAP generally accepted accounting principles have been provided. Each of the Company and its subsidiaries has made appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(k) hereof above in respect of all federal, state state, local and foreign income income, franchise and franchise other applicable taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings proceedings, except where a default to make such filings or as payments would not, individually or in the aggregate, cause have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(p) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns or have properly requested extensions thereof, except in any case in which the failure to so file would not result in a Material Adverse Change, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or not result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(k) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income income, property and franchise tax returns required to be filed (or have properly requested extensions thereof) and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as where the failure to do so would not, individually or not reasonably be expected to result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1 (i) hereof above in respect of all federal, state and foreign income income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns required to be filed by them in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings proceedings, except where a default to make such filings or as payments would not, individually or not result in the aggregate, cause a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(p) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be are being contested in good faith and by appropriate proceedings proceedings, and except where a failure to make such filings or as payments would not, individually or in the aggregate, cause have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(p) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries subsidiary have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings except to the extent that the failure to so file or as pay would not, individually or not reasonably be expected to result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1.A.(m) hereof above in respect of all federal, state local and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries subsidiary has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns returns, other than those which would not, individually or in the aggregate, result in a Material Adverse Change, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines assessments against which appeals have been or penalties as may will be being contested promptly taken in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause a Material Adverse Changeto which adequate reserves have been provided. The Company has made adequate Adequate charges, accruals and reserves in accordance with GAAP have been made in the applicable financial statements referred to in Section 1(i)(o1(i) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(o) hereof in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as and except those in each of the cases described above that would not, individually or in the aggregate, cause reasonably be expected to have a Material Adverse Change. The Company has made made, in all material respects, adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(l) hereof above, to the extent required by GAAP, in respect of all federal, state and foreign income income, property and franchise taxes for all periods as to which the tax liability such taxes of the Company or any of its consolidated subsidiaries has have not been finally determinedpaid.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except (i) for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings proceedings, or as (ii) where a default to make such filings or payments would not, individually or not result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(p) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries have filed all necessary federal, state, local state and foreign income income, property and franchise tax returns returns, or extensions thereof which have been required to be filed, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as where the failure to do so would not, individually or not reasonably be excepted to result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(l) hereof above in respect of all federal, state and foreign income income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payablepayable and no extension is applicable, any related or similar assessment, fine or penalty levied against any of them, except for any where the failure to file such returns or pay such taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause result in a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(n) hereof in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary U.S. federal, state, local state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of themthem except where the failure to file or pay, as applicable, would not reasonably be expected to have a Material Adverse Effect or except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause a Material Adverse Changeproceedings. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(A)(k) hereof above in respect of all material U.S. federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or in each case except as would notnot reasonably be expected, individually or in the aggregate, cause to result in a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1A(j) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as and those for which there would notnot reasonably be expected, individually or in the aggregate, cause to have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(p) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have has filed all necessary U.S. federal, state, local and foreign income and franchise tax returns required to be filed in a timely manner and have has paid all taxes required to be paid by any of them it and, if due and payable, any related or similar assessment, fine or penalty levied against any of themit, except for any taxes, assessments, fines or penalties as may be (i) being contested in good faith and by appropriate proceedings or as (ii) the non-filing or non-payment of which would not, individually or not result in the aggregate, cause a Material Adverse ChangeEffect. The Company has made adequate chargesappropriate provisions, accruals and reserves in accordance with GAAP if any, in the applicable financial statements referred to in Section 1(i)(o1(A)(o) hereof above in respect of all U.S. federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or could not reasonably be expected to result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves appropriate provisions in accordance with GAAP generally accepted accounting principles in the applicable financial statements referred to in Section 1(i)(o1(t) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(n) hereof in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries have filed all necessary material federal, state, local state and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be those being contested in good faith and by appropriate proceedings or for which adequate reserves have been taken in conformity with generally accepted accounting principles and the nonpayment of which does not in any way jeopardize the Company's status as would not, individually or in the aggregate, cause a Material Adverse ChangeREIT. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(k) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause could not reasonably be expected to result have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves appropriate provisions in accordance with GAAP generally accepted accounting principles in the applicable financial statements referred to in Section 1(i)(o1(t) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns (except those state, foreign or franchise tax returns that if not so filed would not result in a Material Adverse Change) or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be those of which are being contested in good faith and by appropriate proceedings or as would not, individually or in the aggregate, cause a Material Adverse Changeproceedings. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(A)(i) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries have filed all necessary material federal, state, local state and foreign income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be those being contested in good faith and by appropriate proceedings or for which adequate reserves have been taken in conformity with generally accepted accounting principles and the nonpayment of which will not in any way jeopardize the Company's status as would not, individually or in the aggregate, cause a Material Adverse ChangeREIT. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(k) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income and franchise tax returns or have properly requested extensions thereof, except in any case in which the failure to so file would not result in a Material Adverse Change, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as would not, individually or not result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(l) hereof above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as and those for which there would notnot reasonably be expected, individually or in the aggregate, cause to have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(n) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary applicable federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings proceedings, except where a default to make such filings or as payments would not, individually or in the aggregate, cause have a Material Adverse ChangeEffect. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(p) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as where the failure to file would not, individually or in the aggregate, cause reasonably be expected to result in a Material Adverse Changematerial liability to the Company and its subsidiaries. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1(i) hereof above in respect of all federal, state and foreign income income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local and foreign income and franchise tax returns in a timely manner and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, except (i) for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings proceedings, or as (ii) where a default to make such filings or payments would not, individually or not reasonably be expected to result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP appropriate provisions in the applicable financial statements referred to in Section 1(i)(o1(q) hereof above in respect of all federal, state state, local and foreign income and franchise taxes for all current or prior periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state, local state and foreign income income, property and franchise tax returns returns, or extensions therefor, which have been required to be filed and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them, them except for any taxes, assessments, fines or penalties as may be being contested in good faith and by appropriate proceedings or as where the failure to do so would not, individually or not reasonably be expected to result in the aggregate, cause a Material Adverse Change. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(i)(o1 (i) hereof above in respect of all federal, state and foreign income income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.