FILING OF CONSOLIDATED RETURNS AND PAYMENT OF CONSOLIDATED TAX LIABILITY Sample Clauses

FILING OF CONSOLIDATED RETURNS AND PAYMENT OF CONSOLIDATED TAX LIABILITY. For all taxable years in which Parent files consolidated federal income tax returns (any such return of the Parent Consolidated Group for any taxable year, a “Parent Consolidated Return”) and is entitled to include the Subsidiary Consolidated Group in such returns, Parent shall include the Subsidiary Consolidated Group in the consolidated federal income tax returns that it files as the common parent corporation of the Parent Consolidated Group. Parent, the Subsidiary and the other members of the Parent Consolidated Group shall file any and all consents, elections or other documents and take any other actions necessary or appropriate to effect the filing of such federal income tax returns. For all taxable years in which the Subsidiary Consolidated Group is included in the Parent Consolidated Group, Parent shall pay the entire federal income tax liability of the Parent Consolidated Group and shall indemnify and hold harmless the Subsidiary and each member of the Subsidiary Consolidated Group against any such liability; provided, however, that the Subsidiary shall make payments to Parent or receive payments from Parent as provided in this Agreement for any Agreement Year.
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FILING OF CONSOLIDATED RETURNS AND PAYMENT OF CONSOLIDATED TAX LIABILITY. For all taxable years in which RAI files consolidated federal income tax returns (any such return of the RAI Consolidated Group for any taxable year, a "RAI Consolidated Return") and is entitled to include the Atlas America Consolidated Group in such returns under Sections 1501-1504, or successor provisions, of the Code, RAI shall include the Atlas America Consolidated Group in the consolidated federal income tax returns it files as the common parent corporation of the RAI Consolidated Group. RAI, Atlas America, and the other members of the RAI Consolidated Group shall file any and all consents, elections or other documents and take any other actions necessary or appropriate to effect the filing of such federal income tax returns. For all taxable years in which the Atlas America Consolidated Group is included in the RAI Consolidated Group, RAI shall pay the entire federal income tax liability of the RAI Consolidated Group and shall indemnify and hold harmless Atlas America against any such liability; provided, however, that Atlas America shall make payments to RAI or receive payments from RAI as provided in the Agreement in settlement of the Atlas America Consolidated Group's share of the entire federal income tax liability of the RAI Consolidated Group for any taxable year (which term shall throughout the Agreement include any short taxable year) beginning on or after the IPO Date during which the Atlas America Consolidated Group is included in the RAI Consolidated Group (any such taxable year, an "Agreement Year" and any taxable year ending on or before the IPO Date, a "pre-Agreement Year"). For purposes of this Agreement, the Atlas America Consolidated Group shall be deemed to have a taxable year beginning on October 1, 2003 and ending on the IPO Date (which year shall be treated as a pre-Agreement Year), and the Atlas America Consolidated Group shall be deemed to have a taxable year beginning on the day after the IPO Date and ending on September 30, 2004 (or, if earlier, the date on which the Atlas America Consolidated Group's actual taxable year beginning October 1, 2003 ends) which year shall be treated as an Agreement Year.
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FILING OF CONSOLIDATED RETURNS AND PAYMENT OF CONSOLIDATED TAX LIABILITY. For all taxable years in which AOL Time Warner files consolidated federal income tax returns (any such return of the AOL Time Warner Consolidated Group for any taxable year, an "AOL Time Warner Consolidated Return") and is entitled to include the TWC Consolidated Group in such returns under Sections 1501-1504, or successor provisions, of the Code, AOL Time Warner shall include the TWC Consolidated Group in the consolidated federal income tax returns it files as the common parent corporation of the AOL Time Warner Consolidated Group. AOL Time Warner, TWC, and the other members of the AOL Time Warner Consolidated Group shall file any and all consents, elections or other documents and take any other actions necessary or appropriate to effect the filing of such federal income tax returns. For all taxable years in which the TWC Consolidated Group is included in the AOL Time Warner Consolidated Group, AOL Time Warner shall pay the entire federal income tax liability of the AOL Time Warner Consolidated Group and shall indemnify and hold harmless TWC against any such liability; provided, however, that TWC shall make payments to AOL Time Warner or receive payments from AOL Time Warner as provided in the Agreement for any taxable year (which term shall throughout the Agreement include any short taxable year) during which the TWC Consolidated Group is included in the AOL Time Warner Consolidated Group (an "Agreement Year").
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FILING OF CONSOLIDATED RETURNS AND PAYMENT OF CONSOLIDATED TAX LIABILITY. For the 2001 taxable year and for the portion of 2002 during which CPUSA is included in the Consolidated Group, Gen-Probe shall include CPUSA in the consolidated federal income tax returns it files as the common parent corporation (or as the successor by merger to the common parent) of the Consolidated Group (the "Consolidated Returns," which term shall include consolidated federal income tax returns filed by the Consolidated Group for years prior to 2001), and shall file any other documents and take any other actions necessary or appropriate to effect the filing of such returns. For the Consolidated Years, Gen-Probe shall pay the entire federal income tax liability of the Consolidated Group, and shall indemnify and hold harmless CPUSA against any such liability; provided, however, that CPUSA shall make payments to Gen-Probe or receive payments from Gen-Probe as provided in this Agreement in settlement of CPUSA's share of the federal income tax liability of the Consolidated Group.
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FILING OF CONSOLIDATED RETURNS AND PAYMENT OF CONSOLIDATED TAX LIABILITY. (a) TWX shall include the Cable Consolidated Group in each TWX Consolidated Return, for all taxable years (or portions thereof that include the date of the Distribution) in which TWX files a TWX Consolidated Return and is entitled to include the Cable Consolidated Group in such returns under Sections 1501, 1504, or successor provisions, of the Code.
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Related to FILING OF CONSOLIDATED RETURNS AND PAYMENT OF CONSOLIDATED TAX LIABILITY

  • Tax Returns and Payment of Taxes (A) All tax returns required to be filed by Ventas and each Subsidiary have been timely filed in all jurisdictions where such returns are required to be filed; (B) Ventas and each Subsidiary have paid all taxes, including, but not limited to, income, value added, property and franchise taxes, penalties and interest, assessments, fees and other charges due or claimed to be due from such entities or that are due and payable, other than those being contested in good faith and for which reserves have been provided in accordance with generally accepted accounting principles (“GAAP”) or those currently payable without penalty or interest; and (C) Ventas and each Subsidiary have complied with all withholding tax obligations; except in the case of any of clause (A), (B) or (C), where the failure to make such required filings, payments or withholdings is not, individually or in the aggregate, reasonably likely to have a Material Adverse Effect.

  • Filing of Tax Returns and Payment of Taxes (a) Each Party shall execute and timely file each Tax Return that it is responsible for filing under applicable Law and shall timely pay to the relevant Taxing Authority any amount shown as due on each such Tax Return. The obligation to make payments pursuant to this Section 3.02(a) shall not affect a Party’s right, if any, to receive payments under Section 3.02(b) or otherwise be indemnified under this Agreement.

  • Tax Returns; Taxes Except as otherwise disclosed on Schedule 3.13:

  • Tax Returns and Payment Each of the Partnership Entities has filed all foreign, federal, state and local tax returns that are required to be filed or has requested extensions thereof (except in any case in which the failure so to file would not have a Material Adverse Effect) and has paid all taxes required to be paid by it and any other assessment, fine or penalty levied against it, to the extent that any of the foregoing is due and payable, except for any such assessment, fine or penalty that is currently being contested in good faith or as would not have a Material Adverse Effect.

  • Tax Returns and Payments Each of the Company and each of its Subsidiaries has timely filed all tax returns (federal, state and local) required to be filed by it. All taxes shown to be due and payable on such returns, any assessments imposed, and all other taxes due and payable by the Company or any of its Subsidiaries on or before the Closing, have been paid or will be paid prior to the time they become delinquent. Except as set forth on Schedule 4.13, neither the Company nor any of its Subsidiaries has been advised:

  • Tax Returns and Tax Payments (i) The Company has timely filed with the appropriate taxing authorities all Tax Returns required to be filed by it (taking into account all applicable extensions). All such Tax Returns are true, correct and complete in all respects. All Taxes due and owing by the Company has been paid (whether or not shown on any Tax Return and whether or not any Tax Return was required). The Company is not currently the beneficiary of any extension of time within which to file any Tax Return or pay any Tax. No claim has ever been made in writing or otherwise addressed to the Company by a taxing authority in a jurisdiction where the Company does not file Tax Returns that it is or may be subject to taxation by that jurisdiction. The unpaid Taxes of the Company did not, as of the Company Balance Sheet Date, exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the face of the financial statements (rather than in any notes thereto). Since the Company Balance Sheet Date, neither the Company nor any of its subsidiaries has incurred any liability for Taxes outside the ordinary course of business consistent with past custom and practice. As of the Closing Date, the unpaid Taxes of the Company and its subsidiaries will not exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the books and records of the Company.

  • Tax Returns and Taxes Each Obligor has filed all material Tax returns and Tax reports required by law to have been filed by it and has paid all Taxes thereby shown to be owing, except any such Taxes which are being diligently contested in good faith by appropriate proceedings and for which adequate reserves in accordance with generally accepted accounting principles shall have been set aside on its books.

  • Filing of Tax Returns; Payment of Taxes (a) Filing of Tax Returns; Payment of Income

  • Preparation and Filing of Tax Returns; Payment of Taxes (a) The Seller shall cause to be timely prepared and filed when due all Tax Returns of the Company and each Subsidiary required to be filed (taking into account extensions) on or prior to the Closing Date.

  • Allocation of Straddle Period Taxes In the case of any Straddle Period:

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