Tax Matter definition
Examples of Tax Matter in a sentence
Purchaser will notify Sellers as soon as reasonably practicable after commencement of any Tax Matter relating to any Pre-Closing Tax Period (a “Pre-Closing Tax Matter”) or any Straddle Period.
Any failure to so notify the other Party of any such Tax Matter shall not relieve such other Party of any liability with respect to such Tax Matters except to the extent such Party was actually and materially prejudiced as a result thereof.
With respect to any Tax Matter that is (A) not solely a Pre-Closing Tax Matter, or (B) is solely a Pre-Closing Tax Matter but Sellers have not provided Purchaser with written notice of their intent to control such Pre-Closing Tax Matter, then Purchaser will have the right to represent the interests of the Company before the relevant Governmental Entity with respect to such Tax Matter and to control the defense, compromise, or other resolution of any such Tax Matter.
No Tax Matter is pending with any Taxing Authority with respect to Taxes asserted against any Company and no written notice has been received of any threatened Tax Matter from any Taxing Authority for any unpaid Taxes asserted against any Company.