Buyer shall prepare or cause to be prepared and file or cause to be filed for each Acquired Company (A) all Tax Returns other than the 2006 Tax Return for all taxable years ending on or prior to the Closing Date which are filed after the Closing Date, (B) all Tax Returns for all taxable years relating to the Straddle Period, and (C) all Tax Returns for all taxable years beginning after the Closing Date.
The Company is currently the beneficiary of an extension of time within which to file its 2006 Tax Return.
Buyer shall provide any income Tax Returns for New TE filed after the Closing Date for any taxable period commencing prior to and including the Closing Date (and, if the Closing Date occurs in 2007, the 2006 Tax Return) to the TE Parties within 30 days prior to the due date for filing thereof and shall incorporate all reasonable comments of the TE Parties that are received within 15 days after such Tax Returns are provided to the TE Parties.
Notwithstanding the foregoing, the Purchasers consent shall not be required for any changes to the draft 2006 Tax Return that are suggested by Deloitte & Touche LLP, to the extent such changes are required under applicable Tax law or accounting principles.
The Company shall file the 2006 Tax Return on or prior to the due date thereof (including valid extensions).