Common use of Taxes and Returns Clause in Contracts

Taxes and Returns. (a) The Company and each of its subsidiaries has timely filed, or caused to be timely filed, all Tax Returns (as defined below) required to be filed by it, and has paid, collected or withheld, or caused to be paid, collected or withheld, all Taxes (as defined below) required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Company Financial Statements have been established. There are no claims or assessments pending against the Company or any of the Company Subsidiaries for any alleged deficiency in any Tax, and the Company has not been notified in writing of any proposed Tax claims or assessments against the Company or any of the Company Subsidiaries (other than, in each case, claims or assessments for which adequate reserves in the Company Financial Statements have been established or which are being contested in good faith or are immaterial in amount). Neither the Company nor any of the Company Subsidiaries has any outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Company or any of the Company Subsidiaries for any extension of time within which to file any Tax Return or within which to pay any Taxes shown to be due on any return. There are no liens for material amounts of Taxes on the assets of the Company or any of the Company Subsidiaries except for statutory liens for current Taxes not yet due and payable.

Taxes and Returns. (a) The Except as set forth on Section 2.17 of the Company and each of its subsidiaries Disclosure Schedule, the Company has timely filed, or caused to be timely filed, all material Tax Returns (as defined in Section 2.17(g) below) required to be filed by itit and its subsidiaries, and has paid, collected or withheld, or caused to be paid, collected or withheld, all Taxes (as defined in Section 2.17(g) below) required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Company Financial Statements Financials have been establishedestablished or are immaterial in amount. There are no claims or assessments pending against the Company or any of the Company Subsidiaries its subsidiaries for any alleged deficiency in any Tax, and neither the Company nor any of its subsidiaries has not been notified in writing of any proposed Tax claims or assessments against the Company or any of the Company Subsidiaries its subsidiaries (other than, in each case, claims or assessments for which adequate reserves in the Company Financial Statements Financials have been established or which are being contested in good faith or are immaterial in amount). Neither the Company nor any of the Company Subsidiaries its subsidiaries has any outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Company or any of the Company Subsidiaries subsidiaries for any extension of time within which to file any Tax Return or within which to pay any Taxes shown to be due on any return. There are no liens for material amounts of Taxes on the assets of the Company or nor any of the Company Subsidiaries its subsidiaries, except for statutory liens for current Taxes not yet due and payable.

Taxes and Returns. (a) The Except as set forth in Section 2.18(a) of the Disclosure Schedule, each of the Company and each of its subsidiaries has timely filed, or caused to be timely filed, all Tax Returns (as defined below) required to be filed by it, and has paid, collected or withheld, or caused to be paid, collected or withheld, all Taxes (as defined below) required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Company Financial Statements Financials have been established. There are no claims or assessments pending against the Company or any of the Company Subsidiaries its subsidiaries for any alleged deficiency in any Tax, and neither the Company nor any of its subsidiaries has not been notified in writing of any proposed Tax claims or assessments against the Company or any of the Company Subsidiaries its subsidiaries (other than, in each case, claims or assessments for which adequate reserves in the Company Financial Statements Financials have been established or which are being contested in good faith or are immaterial in amount). Neither the Company nor any of the Company Subsidiaries its subsidiaries has any outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Company or any of the Company Subsidiaries subsidiaries for any extension of time within which to file any Tax Return or within which to pay any Taxes shown to be due on any return. There are no liens for material amounts of Taxes on the assets of the Company or nor any of the Company Subsidiaries its subsidiaries except for statutory liens for current Taxes not yet due and payable.

Taxes and Returns. (a) The Company and each of its subsidiaries has timely filed, or caused to be timely filed, all material federal, state, local and foreign Tax Returns (as defined below) returns and reports required to be filed by itit or the Company Subsidiaries (collectively, "Tax Returns"), and has paid, collected or withheld, or caused to be paid, collected or withheld, all material Taxes (as defined below) required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Company Financial Statements Financials have been establishedestablished in accordance with GAAP. There are no claims claims, assessments, audits, examinations, investigations or assessments other proceedings pending against the Company or any of the Company Subsidiaries for any alleged deficiency in respect of any Tax, and neither the Company nor any of the Company Subsidiaries has not been notified in writing of any proposed Tax claims or assessments against the Company or any of the Company Subsidiaries (other than, in each case, claims or assessments for which adequate reserves in the Company Financial Statements Financials have been established or which are being contested in good faith accordance with GAAP or are immaterial in amount). Neither the Company nor any of the Company Subsidiaries has any outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Company or any of the Company Subsidiaries for any extension of time within which to file any Tax Return or within which to pay any Taxes shown to be due on any returnTax Return. There are no liens Encumbrances for material amounts of Taxes on the assets of the Company or any of the Company Subsidiaries Subsidiaries, except for statutory liens for current Taxes not yet due and payablepayable or that are being contested in good faith and for which adequate reserves in the Company Financials have been established in accordance with GAAP.

Taxes and Returns. (a) The Company and each of its subsidiaries the Company Subsidiaries has timely filed, or caused to be timely filed, all material Tax Returns (as defined belowhereinafter defined) required to be filed by it, and has paid, collected or withheld, or caused to be paid, collected or withheld, all material amounts of Taxes (as defined belowhereinafter defined) required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Company Financial Statements have been establishedestablished or which are being contested in good faith. There are no material claims or assessments pending against the Company or any of the Company Subsidiaries its subsidiaries for any alleged deficiency in any Tax, and the Company has not been notified in writing of any proposed Tax claims or assessments against the Company or any of the Company Subsidiaries its subsidiaries (other than, than in each case, claims or assessments for which adequate reserves in the Company Financial Statements have been established or which are being contested in good faith or are immaterial in amount). Neither the Company nor any of the Company Subsidiaries its subsidiaries has executed any outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Company or any of the Company Subsidiaries its subsidiaries for any extension of time within which to file any material Tax Return or within which to pay any material amounts of Taxes shown to be due on any returnTax Return. There To the best knowledge of the Company, there are no liens for material amounts of Taxes on the assets of the Company or any of the Company Subsidiaries its subsidiaries except for statutory liens for current Taxes not yet due and payable.

Taxes and Returns. (a) The Except as disclosed in Section 4.19(a) of the Company Disclosure Schedule, the Company and each of its Subsidiaries, its previously owned subsidiaries and any affiliated group within the meaning of Section 1504 of the Code of which the Company, its Subsidiaries or previously owned Subsidiaries is or has been a member (each a "Taxpayer") has timely filed, or caused to be timely filed, filed all Tax Returns (as defined below) required to be filed by itand all such returns were complete and accurate in all material respects, and has paid, collected or withheld, or caused to be paid, collected or withheld, all Taxes (as defined below) required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Company Financial Statements have been establishedestablished or which are being contested in good faith. There Except as set forth in Section 4.19(a) of the Company Disclosure Schedule, there are no claims or assessments pending against the Company or any of the Company Subsidiaries Taxpayer for any alleged deficiency in any Tax, and the Company no Taxpayer has not been notified in writing of any proposed Tax liens, claims or assessments against the Company or any of the Company Subsidiaries Taxpayer (other than, than in each case, claims or assessments for which adequate reserves in the Company Financial Statements have been established or which are being contested in good faith or are immaterial in amountfaith). Neither the Company nor any Except as set forth in Section 4.19(a) of the Company Subsidiaries Disclosure Schedule, no Taxpayer has any outstanding waivers or extensions of any applicable statute of limitations to assess any material amount Taxes in excess of Taxes$10,000. There Except as set forth in Section 4.19(a) of the Company Disclosure Schedule, there are no outstanding requests by the Company or any of the Company Subsidiaries Taxpayer for any extension of time within which to file any material Tax Return or within which to pay any material amounts of Taxes shown to be due on any return. There are no liens for material amounts of Taxes on the assets of the Company or any of the Company Subsidiaries except for statutory liens for current Taxes not yet due and payableTax Return.

Taxes and Returns. (a) The Except as set forth on SECTION 2.17 of the Company and each of its subsidiaries Disclosure Schedule, the Company has timely filed, or caused to be timely filed, all material Tax Returns (as defined in Section 2.17(g) below) required to be filed by itit and its subsidiaries, and has paid, collected or withheld, or caused to be paid, collected or withheld, all Taxes (as defined in Section 2.17(g) below) required to be paid, collected or withheld, other than such Taxes for which adequate reserves in the Company Financial Statements Financials have been establishedestablished or are immaterial in amount. There are no claims or assessments pending against the Company or any of the Company Subsidiaries its subsidiaries for any alleged deficiency in any Tax, and neither the Company nor any of its subsidiaries has not been notified in writing of any proposed Tax claims or assessments against the Company or any of the Company Subsidiaries its subsidiaries (other than, in each case, claims or assessments for which adequate reserves in the Company Financial Statements Financials have been established or which are being contested in good faith or are immaterial in amount). Neither the Company nor any of the Company Subsidiaries its subsidiaries has any outstanding waivers or extensions of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Company or any of the Company Subsidiaries subsidiaries for any extension of time within which to file any Tax Return or within which to pay any Taxes shown to be due on any return. There are no liens for material amounts of Taxes on the assets of the Company or nor any of the Company Subsidiaries its subsidiaries, except for statutory liens for current Taxes not yet due and payable.

Taxes and Returns. (a) The Company and each of its subsidiaries has timely filed, or caused to be timely filed, filed all Tax Returns (as defined below) required to be filed by itthe Company, and has paid, collected or withheld, or caused to be paid, collected or withheld, all amounts of Taxes (as defined below) required to be paid, collected or withheldwithheld by the Company, other than such Taxes for which adequate reserves in the Company Financial Statements have been establishedestablished or which are being contested in good faith. There are no claims or assessments pending against the Company or any of the Company Subsidiaries for any alleged deficiency in any Tax, and the Company has not been notified in writing of of, nor does it have any knowledge of, any proposed Tax claims or assessments against the Company or any of the Company Subsidiaries (other than, than in each case, claims or assessments for which adequate reserves in the Company Financial Statements have been established or which are being contested in good faith or are immaterial in amount). Neither the The Company nor has not executed any of the Company Subsidiaries has any outstanding waivers waiver or extensions extension of any applicable statute of limitations to assess any material amount of Taxes. There are no outstanding requests by the Company or any of the Company Subsidiaries for any extension of time within which to file any Tax Return or within which to pay any amounts of Taxes shown to be due on any return. There are no liens for material amounts of Taxes on the assets of the Company or any of the Company Subsidiaries except for statutory liens for current Taxes not yet due and payable.