Tax Reports, Returns and Payment. Seller has timely filed all federal and applicable state, local, and foreign tax or assessment reports and returns of every kind required to be filed by them, including, without limitation, income tax, sales and use tax, real estate tax, personal property tax and unemployment tax. Seller has duly paid all taxes and other charges (including interest and penalties) due to or claimed to be due by any taxing authorities except for those specifically identified by type and amount as Assumed Liabilities. True and correct copies of the reports and returns filed by Seller during the last three (3) tax years have been made available to Buyer. Where required, timely estimated payments or installment payments of tax liabilities have been made to all governmental agencies in amounts sufficient to avoid underpayment penalties or late payment penalties applicable thereto, except amounts (including penalties, interest and late fees) as are specifically identified by type and amount as Assumed Liabilities. During the three (3) years preceding the Closing Date, Seller has not been subjected to or received any notice that Seller will be subject to investigation, examination or audit by governmental authorities. Seller is not subject to any current pending action or investigation and no unexpired waiver of an applicable statute of limitations is outstanding with respect to Seller.
Tax Reports, Returns and Payment. Seller has timely filed (subject to extension) all federal and applicable state, local, and foreign tax or assessment reports and returns of every kind required to be filed by Seller with relation to the Business, including, without limitation, income tax, sales and use tax, real estate tax, personal property tax and unemployment tax, and has duly paid all taxes and other charges (including interest and penalties) due to or claimed to be due by any taxing authorities. True and correct copies of the reports and returns filed by Seller during the last three tax years have been made available to Buyer. Where required, timely estimated payments or installment payments of tax liabilities have been made to all governmental agencies in amounts sufficient to avoid underpayment penalties or late payment penalties applicable thereto. During the three (3) years preceding the Closing Date, such income tax returns have not been subjected to any examination or audit by governmental authorities.
Tax Reports, Returns and Payment. To the best knowledge of Seller, Seller (or Comdial Corporation on behalf of Seller, through consolidated tax returns) has accurately prepared and timely filed all federal and applicable state, local, and foreign tax or assessment reports and returns of every kind required to be filed by Seller with relation to its business, including, without limitation, income tax, sales and use tax, real estate tax, personal property tax and unemployment tax, and has duly paid all taxes and other charges (including interest and penalties) due to or claimed to be due by any taxing authorities, except as disclosed in Exhibit attached hereto. Where required, timely estimated payments or installment payments of tax liabilities have been made to all governmental agencies in amounts sufficient to avoid underpayment penalties or late payment penalties applicable thereto.
Tax Reports, Returns and Payment. Except as disclosed in Exhibit 6.8, to Buyer's knowledge, Buyer has timely filed all federal and applicable state, local, and foreign tax or assessment reports and returns of every kind required to be filed by Buyer with relation to its business including, without limitation, income tax, sales and use tax, real estate tax, personal property tax and unemployment tax, and has duly paid all taxes and other charges (including interest and penalties) due to or claimed to be due by any taxing authorities.
Tax Reports, Returns and Payment. (i) The following terms, as used in this Section 7.1(g) and to the extent used elsewhere in this Agreement, have the following meanings:
Tax Reports, Returns and Payment. (i) Seller has accurately prepared and timely filed all federal and applicable state, and local, tax or assessment reports and returns of every kind required to be filed by Seller with relation to the Business, including without limitation, income tax, sales and use tax, real estate tax, personal property tax, payroll and employee withholding tax, and unemployment tax, and has duly paid all taxes and other charges (including interest and penalties) due to or claimed to be due by any taxing authorities (“Taxes”). Seller is not the beneficiary of any extension of time in which to file Tax Returns. No material claim has ever been made by an authority in a jurisdiction where Seller does not file Tax Returns that it is or may be subject to taxation by that jurisdiction. There are no tax liens for taxes upon any property or assets of Seller. Where required, timely estimated payments or installment payments of Tax Liabilities have been made to all governmental agencies in amounts sufficient to avoid underpayment penalties or late payment penalties applicable thereto.
Tax Reports, Returns and Payment. The Seller has accurately prepared and timely filed all federal and applicable state, local, and foreign tax or assessment reports and returns of every kind known to the Seller to be required to be filed. The Seller has promptly paid and is not delinquent with respect to payment of any taxes, duties, and charges based on the income, purchase, sales, business, payroll, or assets of the Seller. There are no disputes with any governing authority as to taxes of any nature payable by the Seller.
Tax Reports, Returns and Payment. (a) Except as disclosed in Schedule 5.14(a), Seller has accurately prepared and timely filed all federal and applicable state, local, and foreign tax or assessment reports and returns of every kind required to be filed by Seller with relation to the Business or the Assets, including, without limitation, income tax, sales and use tax, personal property tax and unemployment tax, and has duly paid all taxes and other charges (including interest and penalties) due to or claimed to be due by any taxing authorities. Where required, timely estimated payments or installment payments of tax liabilities have been made to all governmental agencies in amounts sufficient to avoid underpayment penalties or late payment penalties applicable thereto.
Tax Reports, Returns and Payment. Each of the Sellers has accurately prepared and timely filed all federal and applicable provincial, local, and foreign tax or assessment reports and returns of every kind required to be filed by it in relation to its business and the Array Assets including, without limitation, all income tax, capital tax, goods and services tax, retail sales and use tax, value added tax, real property and personal property taxes, withholding, payroll, employer health taxes, custom duties, fees, assessments or similar charges in the nature of a tax including Canada Pension Plan and provincial pension plan contributions, employment insurance payments and workers compensation premiums, and any interest, fines and penalties imposed by governmental authority (collectively, "Taxes"), and has duly paid all Taxes and other charges (including interest and penalties) due or claimed to be due by any taxing authorities, except as disclosed in Schedule attached hereto. Where required, timely estimated payments or installment payments of Tax liabilities have been made to all governmental agencies in amounts sufficient to avoid underpayment penalties or late payment penalties applicable thereto.
Tax Reports, Returns and Payment. Except as set forth in Schedule 3.6, Company has timely filed all foreign, federal and applicable state and local governmental tax or assessment reports and returns of every kind required to be filed by Company with relation to the Business as of the Closing Date, including, without limitation, income tax, sales and use tax, real estate tax, personal property tax and unemployment tax, and has duly paid all taxes and other charges (including interest and penalties) due to or claimed to be due by any taxing authorities or is contesting such claims in good faith.
