Seller Tax Returns has the meaning set forth in Section 8.10(a).
Seller Tax Returns shall have the meaning ascribed to such term in Section 5.5(a).
Seller Tax Returns means all federal, state, local, foreign and other applicable Tax returns, declarations of estimated Tax reports required to be filed by any of Seller (without regard to extensions of time permitted by law or otherwise).
Examples of Seller Tax Returns in a sentence
Seller will make all payments for Taxes required with respect to the Seller Tax Returns.
Seller shall file or cause to be filed all Seller Tax Returns and shall pay or cause to be paid any Taxes shown as due on such Seller Tax Returns.
The Seller Tax Returns shall be true, complete and correct in all material respects and prepared in accordance with applicable Law.
All Seller Tax Returns shall be prepared on a basis consistent with the past practices of Seller or its applicable Affiliate except to the extent (i) failure to do so would not adversely affect Purchaser or any of its Affiliates (including the Bank and the Transferred Subsidiaries) or (ii) otherwise required by a change in Law.
In the case of any Seller Tax Returns which receive an extension for their date of filing, such Seller Tax Returns will be considered due on, and not considered required to be filed before, the extended due date.
More Definitions of Seller Tax Returns
Seller Tax Returns means all material federal, state, local, foreign and other applicable Tax returns or declarations of estimated Tax reports required to be filed by Seller (without regard to extensions of time permitted by law or otherwise).
Seller Tax Returns has the meaning set forth in Section 7.03(c).
Seller Tax Returns has the meaning specified in Section 6.03(a).
Seller Tax Returns is defined in Section 8.6.2.
Seller Tax Returns has the meaning ascribed to such term in Section 9.2(a).
Seller Tax Returns. With respect to Tax Returns described in clause (B) of the first sentence of this Section 8.2(b)(i), Seller shall (1) prepare and timely file any such Tax Returns in a manner consistent with past practice, except as required under this Agreement or as required by applicable Law and (2) provide such Tax Return to Buyer for its review and comment not later than 20 days prior to the due date for such Tax Return and shall consider in good faith any reasonable comments provided by Buyer no later than 20 days after receipt of such Tax Return (or, if earlier, 10 days prior to the due date for such Tax Return) with respect to such Tax Returns. Seller shall timely pay all Taxes due and payable with respect to any Seller Tax Return. Buyer shall timely file or cause to be timely filed when due (taking into account all extensions properly obtained) all other Tax Returns that are required to be filed by or with respect to either Company after the Closing Date (such Tax Returns, “Buyer Tax Returns”). To the extent any Buyer Tax Return includes a taxable period (or portion thereof) for which Seller would be responsible pursuant to Section 8.2(e), Buyer shall (i) prepare and timely file any such Buyer Tax Returns in a manner consistent with past practice, except as required under this Agreement or as required by applicable Law and (ii) provide such Buyer Tax Return to Seller for its approval (not to be unreasonably withheld, conditioned or delayed) not later than 20 days prior to the due date for such Buyer Tax Return, with Seller’s response to be provided no later than 20 days after receipt of such Tax Return (or, if earlier, 10 days prior to the due date for such Tax Return). Seller shall, in accordance with Section 8.2(e)(iii), timely reimburse Buyer for all Taxes due and payable with respect to any such Buyer Tax Return to the extent Seller is liable for such Taxes pursuant to Section 8.2(e). (ii) Notwithstanding anything to the contrary contained or implied in this Agreement, after the Closing Date, neither Buyer nor any Affiliate of Buyer (including, after the Closing, the Companies) shall, without the prior written consent of Seller (which consent shall not be unreasonably withheld, conditioned or delayed), grant any extension of any statute of limitation, or file or cause to be filed (A) any amended Tax Return, (B) any claim for Tax refund or (C) any Tax election, with respect to the Companies (or relating to its income, properties or operations), if any such gran...
Seller Tax Returns means the Seller Group’s (i) consolidated federal income Tax Return for the Pre-Closing Tax Period composed of the taxable year ended December 31, 2021, including therein the Company, (ii) consolidated federal income Tax Return for the Pre-Closing Tax Period composed of the taxable year ending December 31, 2022, including therein the Company with respect to the Pre-Closing Tax Period beginning January 1, 2022 and ending on the Closing Date, (iii) all applicable state income Tax Returns of the Company for the taxable year ended December 31, 2021, and (iv) all applicable state income Tax Returns of the Company for the Pre-Closing Tax Period beginning January 1, 2022 and ending on the Closing Date.