Common use of Tax Returns and Audits Clause in Contracts

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (a) prepared and timely filed all required U.S. federal, state, provincial, local and non-U.S. returns, estimates, information statements statements, elections, forms, transfer pricing studies and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law Law and (b) timely paid all Taxes they are required to paybe paid, whether or not shown to be due on such Returns.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all material required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments reports and any amendments thereto they were required to file (“Tax Returns”) relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations and such Tax Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to payLaw.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared All income and timely filed all required other material U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto (“Returns”) relating Tax Returns required to any and all Taxes concerning be filed by or attributable to on behalf of the Company or any of its Subsidiaries or their respective operations have been timely filed and such Tax Returns in all material respects are true and correct and have been completed in accordance with applicable law and (b) timely paid all income and other material Taxes they are required to paybe paid by or with respect to the Company and each of its Subsidiaries have been timely paid.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to of the Company or any of its Subsidiaries or their respective operations (including the Company’s Subsidiaries) and such Returns are true and correct and have been or will be completed in accordance with applicable law and (b) timely paid in full all Taxes they are it is required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (aA) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations (“Returns”) and such Returns are true true, correct and correct complete and have been completed in accordance with applicable law law, and (bB) timely paid all Taxes they are it is required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries Subsidiary have (a) prepared and timely filed all required U.S. federal, state, local provincial, local, municipal and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries Subsidiary or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Tax Returns”) relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to paylaw.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all material required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Tax Returns”) relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid in all Taxes they are required to paymaterial respects.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (aA) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Tax Returns”) relating to any and all Taxes concerning or attributable required to be filed by the Company or any of its Subsidiaries or their respective operations Company, and such Tax Returns are true and correct and have been completed in accordance with applicable law in all material respects and (bB) timely paid all Taxes they are it is required to paypay (whether or not shown on a Tax Return) that were required to be paid on or prior to the Closing Date.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, provincial, local and non-U.S. returns, estimates, information statements statements, elections, forms and reports, reports (including any attachments or schedules thereto and amendments thereto thereof) (“Returns”) relating to any and all Taxes concerning or attributable required to be filed by the Company or any of Company, its Subsidiaries or their respective operations operations, and such Returns are true and correct in all material respects and have been completed in accordance with applicable law Law. The Company and (b) each of its subsidiaries have timely paid all Taxes they are required to paybe paid, whether or not shown to be due on such Returns.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all All required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to any Seller Party or the Company or any of its Subsidiaries or their respective operations Purchased Assets have been prepared and timely filed and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to payLaw.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) has prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto (“Returns”) reports relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations (“Returns”), and such Returns are true and true, correct and have been completed complete in accordance with applicable law and (b) timely paid all Taxes they are required to paymaterial respects.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto (“Returns”) relating to any and all Taxes concerning or attributable required to be filed by the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (ax) prepared and timely filed (taking into account any valid extensions of time to file) all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct in all material respects and have been completed in accordance with applicable law and (by) timely paid all Taxes they are required to paybe paid (whether or not shown on any Return).

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed filed, or will timely file, all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any and each of its Subsidiaries or their respective operations and such Returns are are, or will be when filed, true and correct and have been or will be completed in accordance with applicable law and (b) timely paid all Taxes they are required to paypay or established adequate reserves on the Current Balance Sheet for such Taxes.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments reports and any amendments thereto (“Returns”"TAX RETURNS") relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations and such operations. Such Tax Returns are true and correct correct, and have been completed in accordance with applicable law and (b) were timely paid all Taxes they are required filed, except in each case as would not be material to paythe Company.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local provincial, local, municipal and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are it is required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct in all material respects and have been completed in accordance with applicable law and (b) timely paid all Taxes they are it is required to pay, whether or not shown as due on such Returns.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, declarations, claims for refund, information statements and reports, including attachments and amendments thereto reports (“Tax Returns”) relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations and such Tax Returns are true true, correct and correct complete in all material respects and have been prepared and completed in accordance with applicable law and (b) timely paid all Taxes they are required to payLegal Requirements.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (a1) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, amendments, information statements and reports, including attachments any attachments, appendices and amendments addenda thereto (“Returns”) relating to any and all Taxes concerning or attributable to of the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct in all material respects and have been completed in all material respects in accordance with applicable law law, and (b2) timely paid all Taxes they are it is required to paypay (whether or not shown to be due on any Return).

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including amendments thereof and attachments and amendments schedules thereto (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with any applicable law and (b) timely paid all Taxes they are required to payLegal Requirement.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, forms, estimates, information statements and reports, including attachments any attachments, elections, supporting information or schedules thereto and amendments thereto thereof (“Returns”) relating required to any and all Taxes concerning or attributable to be filed by the Company or any of its Subsidiaries or their respective operations pursuant to applicable Law and such Returns are true true, correct and correct complete and have been completed in accordance compliance with applicable law Law and (b) timely paid all Taxes they are required to paydue and payable by the Company (whether or not shown as due on such Returns).

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments reports and any amendments thereto (“Returns”"TAX RETURNS") relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations and such Tax Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to paylaw.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries subsidiaries have (a) prepared and timely filed all required income and other material U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including any attachments or schedules thereto and amendments thereto thereof (“Returns”) relating to any and all Taxes concerning or attributable to of the Company or any of and its Subsidiaries or their respective operations subsidiaries and such Returns are true and correct and have been completed in accordance with applicable law all material respects and (b) timely paid all Taxes they are required to pay.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries (A) have (a) prepared and timely filed all required material U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating required to any be filed by them and such Returns are true, correct and complete in accordance with applicable Legal Requirements in all material respects and (B) have timely paid all material Taxes concerning or attributable required to be paid by the Company or and any of its Subsidiaries (whether or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to paynot reflected on any Return).

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (a) prepared and timely filed or caused to be filed (taking into account any valid extensions) all material required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including any amendments or attachments and amendments thereto (“Tax Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations operations, and such Tax Returns are true and correct and have been completed in accordance with applicable law all material respects and (b) timely paid all material Taxes they are it is required to paypay (whether or not shown on a Tax Return).

Tax Returns and Audits. (i) The Each of the Company and each of its Subsidiaries have (a) subsidiaries has prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or Company, any of its Subsidiaries subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to paylaw.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Tax Returns”) required to be filed relating to any and all Taxes concerning or attributable to the Company or any of Company, its Subsidiaries or their respective operations operations, and such Tax Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid in all Taxes they are required to paymaterial respects.

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have has (aA) prepared and timely filed all required U.S. federal, state, local and non-U.S. returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to of the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law Law and (bB) timely paid all Taxes they are it is required to paypay (whether or not shown on a Return).

Tax Returns and Audits. (i) The Company and each of its Subsidiaries have (a) prepared and timely filed all required U.S. federal, state, local and non-U.S. foreign returns, estimates, information statements and reports, including attachments and amendments thereto reports (“Returns”) relating to any and all Taxes concerning or attributable to the Company or any of its Subsidiaries or their respective operations and such Returns are true and correct and have been completed in accordance with applicable law and (b) timely paid all Taxes they are required to paypay or established adequate reserves on the Current Balance Sheet for such Taxes.