Common use of Tax Return Clause in Contracts

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 46 contracts

Samples: Agreement and Plan of Merger (Yelp Inc), Agreement of Merger (Oclaro, Inc.), Packet Island Merger Agreement (Broadsoft Inc)

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Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information information, and any amendment or supplement to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 33 contracts

Samples: Agreement and Plan of Merger and Reorganization (InterWest Partners IX, LP), Agreement and Plan of Merger and Reorganization (iHookup Social, Inc.), Agreement and Plan of Merger (Allos Therapeutics Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information that is, has been or may in the future be filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 26 contracts

Samples: Asset Purchase Agreement (Cavium Networks, Inc.), Asset Purchase Agreement (Accelrys, Inc.), Asset Purchase Agreement (Ditech Communications Corp)

Tax Return. Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information that is, has been or may in the future be filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 17 contracts

Samples: Asset Purchase Agreement (Local Matters Inc.), Asset Purchase Agreement (Actionpoint Inc), Asset Purchase Agreement (Local Matters Inc.)

Tax Return. Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 14 contracts

Samples: Stock Purchase Agreement (Chordiant Software Inc), Agreement and Plan of Merger (Chordiant Software Inc), Agreement and Plan of Merger and Reorganization (Siebel Systems Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information information, and any amendment to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 12 contracts

Samples: Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Quest Software Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Enernoc Inc), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.), Agreement and Plan of Merger (Principia Biopharma Inc.)

Tax Return. The term “Tax Return” shall mean any return (including any information return), declaration, report, statementclaim for refund, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with return or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement statement relating to Taxes, including any Taxschedule or attachment thereto, and including any amendment thereof.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Asia Special Situation Acquisition Corp), Agreement and Plan of Merger (Insight Enterprises Inc), Agreement and Plan of Merger (Roadrunner Transportation Systems, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), declaration, report, statementclaim for refund, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with return or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement statement relating to Taxes, including any Taxschedule or attachment thereto, and including any amendment thereof.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Becoming Art Inc), Stock Purchase Agreement (Oxford Media, Inc.), Employment Agreement (Oxford Media, Inc.)

Tax Return. A "Tax Return” shall mean any return (including any information return), " is a report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate return or other document or information filed with or submitted to, or ----------- required to be filed with or submitted to, any supplied to a Governmental Body Entity in connection with the determinationTaxes including, assessmentwhere permitted or required, collection combined or payment consolidated returns for any group of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxentities that includes Seller.

Appears in 5 contracts

Samples: Employment Agreement (Pomeroy Computer Resources Inc), Asset Purchase Agreement (Pomeroy Computer Resources Inc), Asset Purchase Agreement (Pomeroy Computer Resources Inc)

Tax Return. Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information information, and any amendment or supplement to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Local Matters Inc.), Agreement and Plan of Merger And (Allos Therapeutics Inc), Stock Purchase Agreement (Local Matters Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information information, including any amendments thereof, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Intel Corp), Agreement and Plan of Merger (Altera Corp), Agreement and Plan of Merger (Riverbed Technology, Inc.)

Tax Return. “Tax Return” shall mean means any return (including any information return), report, statementinformation return, declaration, estimateclaim for refund, schedule, notice, notification, form, election, certificate or other document document, together with all amendments and supplements thereto (including all related or information filed with or submitted tosupporting information), or required to be filed with or submitted to, supplied to any Governmental Body in connection with Authority responsible for the determination, assessment, collection or payment administration of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any TaxLaws governing Taxes.

Appears in 4 contracts

Samples: Purchase and Sale Agreement (El Paso Electric Co /Tx/), Assignment and Assumption Agreement (Arizona Public Service Co), Purchase and Sale Agreement (Pinnacle West Capital Corp)

Tax Return. “Tax Return” shall mean means any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Sequenom Inc), Agreement and Plan of Merger (Everyday Health, Inc.), Asset Purchase Agreement (Raptor Pharmaceutical Corp)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, disclosure, estimate, claim for refund, schedule, notice, notification, form, election, supporting material, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax Tax, and including any attachment thereto and any amendment or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxsupplement thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Sucampo Pharmaceuticals, Inc.), Agreement and Plan of Merger (Mallinckrodt PLC), Agreement and Plan of Merger (Senomyx Inc)

Tax Return. Tax Return” shall mean " means any return return, report, certificate, form or similar statement or document (including any related or supporting information or schedule attached thereto and any information return), reportamended tax return, statement, declaration, estimate, schedule, notice, notification, form, election, certificate claim for refund or other document or information filed with or submitted declaration of estimated tax) required to be supplied to, or required to be filed with or submitted towith, any Governmental Body a Taxing Authority in connection with the determination, assessment, assessment or collection or payment of any Tax or in connection with the administrationadministration of any laws, implementation regulations or enforcement of or compliance with any Legal Requirement administrative requirements relating to any Tax.

Appears in 3 contracts

Samples: Tax Sharing Agreement (NTL Europe Inc), Tax Sharing Agreement (NTL Inc), Tax Sharing Agreement (Coach Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax and any attachments thereto or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendments thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Dicerna Pharmaceuticals Inc), Agreement and Plan of Merger (Juno Therapeutics, Inc.), Agreement and Plan of Merger (Celgene Corp /De/)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information information, and any amendment or supplement to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Innoviva, Inc.), Agreement and Plan of Merger (La Jolla Pharmaceutical Co), Agreement and Plan of Merger (La Jolla Pharmaceutical Co)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax, and any attachments thereto or amendments thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Trius Therapeutics Inc), Agreement and Plan of Merger (Cubist Pharmaceuticals Inc), Agreement and Plan of Merger (Ambit Biosciences Corp)

Tax Return. The term “Tax Return” shall mean any return (including any information return), declaration, report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document claim for refund or information filed with return or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement statement relating to Taxes, including any Taxschedule or attachment thereto and including any amendment thereof.

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Neogenomics Inc), Purchase Agreement (Roadrunner Transportation Services Holdings, Inc.), Asset Purchase Agreement (Kulicke & Soffa Industries Inc)

Tax Return. “Tax Return” shall mean means any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate declaration or other document (including any schedule or information filed with or submitted toattachment thereto, or and including any amendment thereof) required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any TaxTaxes.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Peplin Inc), Agreement and Plan of Merger (LEO Pharma a/S), Agreement and Plan of Merger (Transmeta Corp)

Tax Return. Tax Return" shall mean any return (including any information return), declaration, report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document claim for refund or information filed with return or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement statement relating to Taxes, including any Taxschedule or attachment thereto, and including any amendment thereof.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Rush Enterprises Inc \Tx\), Asset Purchase Agreement (Marsh Supermarkets Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, election or certificate or other document or information information, and any amendment or supplement to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (AutoWeb, Inc.), Agreement and Plan of Merger (AutoWeb, Inc.)

Tax Return. Tax Return” shall mean " means any return return, report, certificate, filing, statement, questionnaire, declaration, form or similar statement or document (including any related or supporting information or schedule attached thereto and any information return), reportamended tax return, statement, declaration, estimate, schedule, notice, notification, form, election, certificate claim for refund or other document or information filed with or submitted declaration of estimated tax) required to be supplied to, or required to be filed with with, a Taxing Authority or submitted to, any Governmental Body jurisdiction (foreign or domestic) in connection with the determination, assessment, assessment or collection or payment of any Tax or in connection with the administrationadministration of any laws, implementation regulations or enforcement of or compliance with any Legal Requirement administrative requirements relating to any Tax.

Appears in 2 contracts

Samples: Tax Sharing Agreement (Packaging Dynamics Corp), Tax Sharing Agreement (Packaging Dynamics Corp)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, notice, declaration, estimate, schedule, noticeform, notification, formfiling, election, certificate certificate, claim for refund, estimated tax filing, document or other document or information filed with or submitted to, or required to be filed with respect to Taxes, including any schedule, supplement, or submitted toattachment thereto, and including any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendments thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.), Agreement and Plan of Merger (Checkmate Pharmaceuticals, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information information, and any amendment or supplement to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any TaxTaxes.

Appears in 2 contracts

Samples: Share Allocation and Tender Offer Agreement (Ebay Inc), Agreement and Plan of Merger (Transwitch Corp /De)

Tax Return. The term Tax Return” Return shall mean mean, for purposes of this Agreement, any return, report, information return or other document (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate schedule or other document or information filed attachment thereto) with or submitted to, or required respect to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any TaxTaxes.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Primark Corp), Stock Purchase Agreement (Aviation Sales Co)

Tax Return. “Tax Return” shall mean any return return, report, information return, statement, declaration or other document (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate related or other document or information supporting information) filed with or submitted to, or required to be filed with or submitted to, any Governmental Body Authority in connection with the any determination, assessment, assessment or collection or payment of any Tax or in connection with the administrationother administration of any laws, implementation regulations or enforcement of or compliance with any Legal Requirement relating to any Taxadministrative requirements.

Appears in 2 contracts

Samples: Contribution Agreement (Smithfield Foods Inc), Contribution Agreement (Smithfield Foods Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, claim for refund, certificate or other document or information (including any amendments thereof or any schedules or attachments thereto) filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, reporting, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Zeltiq Aesthetics Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, reporting, withholding, collection or payment of any Tax and any attachments thereto or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendments thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Allergan PLC), Agreement and Plan of Merger (Tobira Therapeutics, Inc.)

Tax Return. The term “Tax Return” shall mean any return and all returns, renditions, statements, reports and forms (including income, franchise, sales and use, excise, severance, property, gross receipts, value added, employee, payroll and withholding tax returns and information reports) of or relating to any Taxes, including, without limitation, any information return), reportclaim for refund, statement, declaration, estimate, schedule, notice, notification, form, election, certificate amended return or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment declaration of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any estimated Tax.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Lamar Media Corp/De), Stock Purchase Agreement (Entravision Communications Corp)

Tax Return. “Tax Return” shall mean any return (including any information return), statement, report, statementor form (including estimated Tax returns and reports, declarationwithholding Tax returns and reports, estimateany schedule or attachment, schedule, notice, notification, form, election, certificate or other document or and information filed with or submitted to, or returns and reports) required to be filed with with, or are required to be submitted to, any Governmental Body in connection with the determination, assessment, collection respect to Taxes and any amendment or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating supplement to any Taxof the foregoing.

Appears in 2 contracts

Samples: Agreement of Merger (GoRemote Internet Communications, Inc.), Agreement of Merger (Ipass Inc)

Tax Return. “Tax Return” shall mean any return (including any information written or electronic return), declaration, notice, report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other information statement and document or information filed with or submitted to, or required to be filed with or submitted torespect to Taxes, including any Governmental Body in connection with the determinationamendments thereof, assessment, collection or payment of and any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxschedules and attachments thereto.

Appears in 2 contracts

Samples: Asset Purchase Agreement (ReShape Lifesciences Inc.), Asset Purchase Agreement (Apollo Endosurgery, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information returnreturn and including, for the avoidance of doubt, any IRS Form 1099-K), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Yelp Inc), Agreement and Plan of Merger (Yelp Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted supplied to, or required to be filed with or submitted supplied to, any Governmental Body in connection with the determination, assessment, reporting, withholding, collection or payment of any Tax and any attachments thereto or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendments thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Forty Seven, Inc.), Agreement and Plan of Merger (Kite Pharma, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body taxing authority in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (On Semiconductor Corp), Agreement and Plan of Merger and Reorganization (Catalyst Semiconductor Inc)

Tax Return. Tax Return" shall mean mean, with respect to Holdings, the Company or any Subsidiary, any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Packeteer Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information that is, has been or may be in the future be filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Momenta Pharmaceuticals Inc)

Tax Return. The term “Tax Return” shall mean (a) any return and all returns, reports, declarations, elections, notices, forms, designations, filings, and statements (including any estimated tax returns and reports, withholding tax returns and reports, and information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information returns and reports) filed with or submitted to, or required to be filed with in respect of Taxes including any amendments thereto and (b) IRS Form FinCEN Report 114 or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any TaxIRS Form FinCEN Report 114a (as applicable).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Energizer Holdings, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), declaration, report, statementclaim for refund, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information return or statement relating to Taxes filed with or submitted to, (or required to be filed filed) with a Governmental Body, including any schedule or submitted toattachment thereto, and including any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendment thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (United Online Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), statement, report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document (including estimated Tax returns and reports, withholding Tax returns and reports, any schedule or attachment, and information returns and reports) filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any TaxTaxes.

Appears in 1 contract

Samples: Asset Purchase Agreement (GridIron BioNutrients, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate declaration or other document (including any schedule or information filed with or submitted toattachment thereto, or and including any amendment thereof) required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any TaxTaxes.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Neoforma Inc)

Tax Return. “Tax Return” shall mean any return (including any information returnreturn and including any attachments or schedules thereto or amendments thereof), report, statement, declaration, estimate, claim for refund, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Genoptix Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with information, and any amendment or submitted tosupplement to any of the foregoing, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Verisign Inc/Ca)

Tax Return. “Tax Return” shall mean any return and all returns, reports, declarations, claims for refund or information returns, statements or forms (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate attachment or other document or information filed amendment thereto) with or submitted to, or required respect to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any TaxTaxes.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Jazz Technologies, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information that is, has been or may in the future be filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement Law relating to any Tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cardiva Medical, Inc.)

Tax Return. A "Tax Return” shall mean any return (including any information return), " is a report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate return or other document or information filed with or submitted to, or required to be filed with or submitted to, any supplied to a Governmental Body Entity in connection with Taxes including, where permitted or required, combined or consolidated returns for any group of entities that includes the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any TaxCompany.

Appears in 1 contract

Samples: Stock Purchase Agreement (Texoil Inc /Nv/)

Tax Return. The term “Tax Return” shall mean any return (including any information return), declaration, report, statementclaim for refund, declaration, estimate, schedule, notice, notification, form, election, certificate information return or other document or information filed with or submitted to, or similar statement required to be filed with for any jurisdiction (whether federal, state, local or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement foreign) relating to Taxes, including any Taxschedule or attachment thereto and including any amendment thereof.

Appears in 1 contract

Samples: Merger Agreement (Kanbay International Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax Tax, including any schedule or in connection with the administration, implementation or enforcement of or compliance with attachment thereto and any Legal Requirement relating to any Taxamendments thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cornerstone OnDemand Inc)

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Tax Return. Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information that is, has been or may in the future be filed with or submitted to, or required to be filed with or submitted to, any Governmental Body Taxing Authority in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Webgain Inc)

Tax Return. “Tax Return” shall mean any return (including any information return, claim for refund or amended return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted todocument, or including any amendments thereof, required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Silicon Graphics International Corp)

Tax Return. Tax Return" shall mean any return (including including, without limitation, any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Conexant Systems Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate certificate, claim, refund or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax and any attachments thereto or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendments thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alcon Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information information, and any amendment, schedule, exhibit or supplement to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avatech Solutions Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), or any written report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document written document, and any amendment or information supplement to any of the foregoing, filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Acquisition Agreement (Marika Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), statement, report, statementtax filing or form (including estimated Tax returns and reports, declarationwithholding Tax returns and reports, estimateany schedule or attachment, scheduleand information returns and reports, notice, notification, form, election, certificate or other document or information and any amendment with respect to the foregoing) filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any TaxTaxes.

Appears in 1 contract

Samples: Asset Purchase Agreement (Flir Systems Inc)

Tax Return. “Tax Return” shall mean any return (including any all reports, estimates, declarations of estimated tax, information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted statements and returns relating to, or required to be filed with or submitted toin connection with, any Governmental Body in connection Taxes, including information returns or reports with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any Taxbackup withholding and other payments to third parties.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vaughan Foods, Inc.)

Tax Return. “Tax Return” shall mean means any return (including any information return), declaration, report, statementclaim for refund, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information return or statement filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to Taxes, including any Taxschedule or attachment thereto, and including any amendment thereof.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Panacea Acquisition Corp)

Tax Return. “Tax Return” shall will mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lm Funding America, Inc.)

Tax Return. “Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)

Tax Return. The term “Tax Return” shall mean any return (including any information return), declaration, report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or information statement and other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any TaxTaxes.

Appears in 1 contract

Samples: Asset Purchase Agreement (US Highland, Inc.)

Tax Return. Tax Return” shall mean " means any return (including any information return), report, statement, declaration, estimate---------- report, schedule, notice, notification, form, election, certificate or other document claim for refund or information return or statement relating to Taxes, including any schedule or attachment thereto filed with or submitted to, or required to be filed with or submitted to, any Governmental Body governmental authority in connection with the determination, assessment, collection or payment administration of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any TaxTaxes.

Appears in 1 contract

Samples: Asset Purchase Agreement (Apw LTD)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any applicable Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Share Purchase Agreement (CaesarStone Sdot-Yam Ltd.)

Tax Return. The term "Tax Return” Return shall mean any return (including any information return), declaration, report, statementclaim for refund, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with return or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement statement relating to Taxes, including any Taxschedule or attachment thereto, and including any amendment thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Melville Corp)

Tax Return. “Tax Return” shall mean any return (including any information return), statement, report, statementtax filing or form (including estimated Tax returns and reports, declarationwithholding Tax returns and reports, estimateany schedule or attachment, schedule, notice, notification, form, election, certificate or other document or and information filed with or submitted to, or returns and reports) required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any TaxTaxes.

Appears in 1 contract

Samples: LLC Purchase Agreement (Aptevo Therapeutics Inc.)

Tax Return. “Tax Return” shall mean any return and all reports, returns (including any information returnreturns), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or documents required to be filed with or submitted to, any supplied to a Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any Tax, including any schedule or attachment thereto, and including any amendment thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (North Pointe Holdings Corp)

Tax Return. “Tax Return” shall mean means any written or electronic return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body Authority in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax, including all schedules and attachments thereto, and including all amendments thereof.

Appears in 1 contract

Samples: Share Purchase Agreement (Rapid7, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return, claim for refund, tax credit, incentive or benefit, or amended return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax (including any attached schedule) or in connection with the administration, implementation or enforcement of or compliance with any applicable Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Stock Purchase Agreement (OMNICELL, Inc)

Tax Return. The term "Tax Return" shall mean any return (including any information return)all federal, reportstate, statementlocal and foreign Tax returns, declarationTax reports, estimateclaims for refund of Tax and declarations of estimated Tax, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement and reports of or compliance with any Legal Requirement relating to any Taxfederal, provincial, municipal, state, foreign or local tax, assessment or charge of any nature whatsoever or other statement relating to Taxes and any schedule or attachments to any of the foregoing.

Appears in 1 contract

Samples: And Exchange Agreement (Miami Cruiseline Services Holdings I B V)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document document, including all appendices and exhibits thereto, or information that is, has been or may in the future be filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Esim LTD)

Tax Return. “Tax Return” shall mean any return (including any information return), declaration, report, statementclaim for refund or credit, declarationinformation return, estimate, schedule, notice, notification, form, election, certificate statement or other similar document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determinationrespect to Taxes, assessmentincluding any schedule or attachment thereto, collection or payment of and including any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendment thereof.

Appears in 1 contract

Samples: Share Acquisition Agreement (New Momentum Corp.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statementreturn, declaration, estimate, claim for refund, information statement or statement relating to Taxes, including any form, schedule, noticeor attachment thereto, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body supplied to a taxing authority in connection with the determinationTaxes, assessment, collection or payment of and including any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxamendment thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sonic Media Corp)

Tax Return. Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection collection, or payment of any Tax or in connection with the administration, implementation implementation, or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fields Aircraft Spares Inc)

Tax Return. Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information that is, has been or may in the future be filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Taxtax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vixel Corp)

Tax Return. The term “Tax Return” shall mean means any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body Tax Authority in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement applicable law relating to any TaxTaxes.

Appears in 1 contract

Samples: Stock Purchase Agreement (Identive Group, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document document, attachments, statements or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CinCor Pharma, Inc.)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, election or certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax, including any schedule or attachment thereto, or any amendment thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (United Online Inc)

Tax Return. Tax Return" shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information that is or has been filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Jaco Electronics Inc)

Tax Return. “Tax Return” shall mean any return (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to, any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pfizer Inc)

Tax Return. “Tax Return” shall mean any return return, report, information statement, election, agreement, declaration and other document of any nature or kind (including any information return)attached schedules, report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate supplements and additional or other document or information filed with or submitted tosupporting material) filed, or required to be filed filed, with respect to Taxes, including any claim for refund, amended return or submitted to, declaration of estimated Taxes (and including any Governmental Body in connection amendments with the determination, assessment, collection respect thereto) and returns or payment of any Tax or in connection reports with the administration, implementation or enforcement of or compliance with any Legal Requirement relating respect to any Taxbackup withholding and other payments to third parties.

Appears in 1 contract

Samples: Membership Interests Purchase Agreement (Saba Software Inc)

Tax Return. Tax Return” shall mean " means any return return, report, information ---------- statement or other documentation (including any information return), report, statement, declaration, estimate, schedule, notice, notification, form, election, certificate additional or other document supporting material) filed or information filed with or submitted tomaintained, or required to be filed with or submitted tomaintained, any Governmental Body in connection with the calculation, determination, assessment, assessment or collection or payment of any Tax or in connection with the administration, implementation or enforcement of or compliance with any Legal Requirement relating to any Tax.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cs Wireless Systems Inc)

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