Tax Returns and Filings; Payment of Taxes. Each Seller shall prepare all of its Tax Returns for periods ending on or prior to the Closing Date. Sellers shall be responsible for paying all of their Taxes for periods ending on or prior to the Closing Date.
Tax Returns and Filings; Payment of Taxes. On or before the Sale Hearing, the Seller shall give appropriate notice to any federal, state, local or other Taxing Authority to which the Purchaser could have Liability for withholding or paying Taxes with respect to the conduct of the Business for any period or any portion of any period ending on or prior to the Closing Date, or with respect to the transfer of the Business or the Acquired Assets, notifying such Taxing Authority of the Contemplated Transactions and stating that any claim of such Taxing Authority arising out of actions prior to the Closing may be asserted only against the Cash Consideration delivered to the Seller at the Closing.
Tax Returns and Filings; Payment of Taxes. Each Seller (or GST on its behalf) shall prepare all of its Tax Returns for all periods and shall be responsible for paying all of its Taxes for all periods (or portions thereof) ending on or prior to the Closing Date. At Closing, the Sellers shall provide Purchaser with tax clearance certificates (to the extent available) or other reasonable assurances of Sellers' payment of any and all accrued but unpaid sales, use, value-added, property or other similar state or local taxes relating to any such period, all in a form satisfactory to Purchaser, all as of the latest practicable date prior to Closing (all such amounts, the "Unpaid Tax Amounts"). Sellers' agreement to reduce the Purchase Price otherwise payable hereunder by an amount equal to such Unpaid Tax Amounts shall be considered reasonable assurance of payment for purposes of the foregoing.
Tax Returns and Filings; Payment of Taxes. The Purchaser shall have no responsibility for preparing any Tax Returns for, or for paying any Taxes of, the Sellers.
Tax Returns and Filings; Payment of Taxes. Sellers shall prepare all Tax Returns of Sellers or with respect to the Assets and Business for periods ending on or prior to the Closing Date. Sellers shall be responsible for paying all Taxes of Sellers or with respect to the Assets for periods ending on or prior to the Closing Date. All sales, gross receipts, transfer, filing, recordation and similar Taxes and fees (including all real estate transfer and gains Taxes and conveyance and recording fees, if any), and all stamp Taxes, registration Taxes, excise Taxes, duties or other charges arising from or associated with the sale and transfer of the Assets as contemplated herein shall be paid by the Purchaser.
Tax Returns and Filings; Payment of Taxes. The Parties shall cooperate with respect to Tax matters. The Globalstar Entities shall provide the Acquirors with such Tax information and copies of such Tax Returns (in each case, relating to the Assets or the operation of the business of the Globalstar Entities and including, without limitation, the consolidated federal income tax return for 2001 and 2002) as either of them may reasonably request, reasonably promptly after such request.
Tax Returns and Filings; Payment of Taxes. Company shall prepare all Tax Returns of Company and all Tax Returns attributable to the Brokerage Assets relating to any period ending prior to the Brokerage Closing Date. Company shall be responsible for paying all Taxes of the Company, and all Taxes attributable to the Brokerage Assets relating to any period or portion of any period ending prior to the Brokerage Closing Date. Buyer shall prepare all Tax Returns attributable to the Brokerage Assets relating to any period beginning after the Brokerage Closing Date. Buyer shall be responsible for paying all Taxes attributable to the Brokerage Assets relating to any period or portion of any period beginning after the Brokerage Closing Date.
Tax Returns and Filings; Payment of Taxes. Each Seller (or Xxxxx, on any other Sellers' behalf) shall prepare all of its Tax Returns for all periods and shall be responsible for paying all of its Taxes for all periods (or portions thereof) ending on or prior to the Closing Date.
Tax Returns and Filings; Payment of Taxes. Other than as set forth on Section 7.09(c), (i) the Company shall prepare all Tax Returns of Company and all Tax Returns attributable to the Purchased C Assets and the Transferred C Businesses relating to any period ending on or prior to the Initial Closing Date or the Subsequent Closing Date, as applicable to each of the Purchased C Assets, (ii) the Company shall be responsible for paying all Taxes of the Company, and all Taxes attributable to the Purchased C Assets and the Transferred C Businesses relating to any period or portion of any period ending on or prior to the Initial Closing Date or the Subsequent Closing Date, as applicable to each of the Purchased C Assets, (iii) Buyer shall prepare all Tax Returns attributable to the Purchased C Assets and the Transferred C Businesses relating to any period beginning after the Initial Closing Date or the Subsequent Closing Date, as applicable to each of the Purchased C Assets, and (iv) Buyer shall be responsible for paying all Taxes attributable to the Purchased C Assets relating to any period or portion of any period beginning after the Initial Closing Date or the Subsequent Closing Date, as applicable to each of the Purchased C Assets.
Tax Returns and Filings; Payment of Taxes. Sellers shall at their cost and expense file all tax returns and other reports or filings in respect of (a) operations of the Company and (b) resulting from or in connection with the sale of Assets pursuant hereto (whether in connection with any sales, transfer, stamp or documentary tax or otherwise), and shall in each case retain full responsibility in respect thereof.
