Examples of Seller Tax Group in a sentence
Neither Seller, Seller's Parent nor any member of the Seller Tax Group shall elect to retain any net operating loss carryovers of the Companies under Regulations 1.1502-20(g).
The Buyer shall and shall procure that the Company provides to the Seller such information and assistance, including access to its books, accounts personnel and such other assistance as may be reasonably required in relation to the Company to enable the Seller to discharge its obligations or exercise its rights under this Schedule and to enable the Seller Tax Group to comply with its own tax obligations or facilitate the management or settlement of its own tax affairs.
Notwithstanding the foregoing provisions of this Section 6.5(b) or any other provision herein to the contrary, such cooperation shall not include the provision by the Seller of any Tax Returns (or any related documents or information) of any Seller Tax Group except and solely to the extent such Tax Returns (or related documents and information) address Tax Liabilities of the Company or the Company Subsidiary.
The Purchaser shall prepare and timely file, or cause to be prepared and timely filed, all Tax Returns of, or with respect to the income, business or operations of, the Xxxxxx Group, for each Pre-Closing Period and any Straddle Period (to the extent that any member of the Xxxxxx Group is required to file any such Tax Return separately from the Seller Tax Group).
Any and all existing Tax Sharing Agreements between the Companies or any of the Subsidiaries and any member of the Seller Tax Group shall be terminated as of the Closing.