Final Returns. When no amounts are or thereafter may become payable by the Pledgor with respect to any Obligations (except for any potential liability under Section 2(d) of this Agreement), the Secured Party will Transfer to the Pledgor all Posted Credit Support and the Interest Amount, if any.
Final Returns. When no amounts are or may become payable by the Chargor with respect to any Obligations (except for any potential liability under Section 2(d) of the Agreement), the Secured Party will transfer to the Chargor all Posted Credit Support and the Interest Amount, if any.
Final Returns. Upon the termination of the Transaction Documents and payment in full of all obligations of Pledgor thereunder, Pledgor may request Secured Party to instruct the Custodian to transfer all assets held in the Account to another account of Pledgor identified in such request. The Custodian will effect such transfer as soon as reasonably practicable after receiving Secured Party’s instructions.
Final Returns. Final Returns" shall have the meaning specified in Section 12.4(b).
Final Returns. Seller shall prepare or cause to be prepared any Tax Returns to be filed that relate to any period ending on or prior to the Effective Time. All such Tax Returns shall be prepared in a manner consistent with prior years. Seller and Buyer shall jointly prepare and control any Tax Return of the Subsidiary or any subsidiary of the Subsidiary for Straddle Periods in a manner consistent with prior years. Each party shall promptly respond to all reasonable requests by the other party for information necessary to prepare and file any such Tax Returns.
Final Returns. When no amounts are or thereafter may become payable by Counterparty with respect to any Obligations (except for any potential liability under Section 2(d) of this Agreement), TPG will return to Counterparty all Collateral, if any.
Final Returns. Upon the occurrence of a Support Termination Date, Secured Party shall, upon demand, return to Pledgor all outstanding Collateral held by Secured Party.
Final Returns. Notwithstanding Paragraph 8(d) of the CSA and the “Physical Settlement” above, Purchaser’s obligation to pay the Settlement Amount on the Settlement Date may be netted, at the Purchaser’s option, against Sellers’ obligation to Transfer to Purchaser all Posted Credit Support and the Interest Amount, if any.
Final Returns. New VII shall prepare any Tax Returns to be filed which relate to any period ending on or prior to the Exchange Date. All such Tax Returns shall be prepared in a manner consistent with prior years and (to the extent applicable) shall report the Transaction in accordance with the treatment of the Transaction that satisfied the condition set forth in Section 6.1(iv) of the Parents Agreement (the "Required Treatment"). New VII and Old VII shall jointly prepare and control any Tax Return of any member of the Old VII Subgroup for Straddle Periods in a manner consistent with prior years and reporting the Transaction in accordance with the Required Treatment. Each party shall promptly respond to all reasonable requests by the other party for information necessary to prepare and file any such Tax Returns.
Final Returns. Subject to Section 5.8(d) below, FemmePharma shall timely prepare or cause to be prepared any Returns to be filed by FP1096 or FemmePharma for a period that (i) ends on or before Closing or (ii) begins before Closing and ends after Closing (each a "Final Return"), whenever due. All Final Returns shall be prepared consistently with (i) FP1096's past practice (except to the extent FemmePharma and FP1096 mutually agree that deviations from past practices are required by applicable law), (ii) the financial statements attached in the FP1096 Disclosure Letter hereto, and (ii) the asset valuation set forth in an appraisal of FemmePharma obtained by FP1096 prior to the date hereof. FemmePharma shall deliver a draft of each Final Return to FP1096 for its review and comments at least twenty (20) business days prior to the due date (including applicable extensions) thereof, along with written notice of the due date (including applicable extensions)of the Return. FemmePharma shall consider in good faith any comments provided, or changes suggested, by FP1096 relating to any such Final Return to the extent the comments or changes are provided to FemmePharma at least ten (10) business days prior to the due date (including applicable extensions) of the Final Return, and will use its reasonable efforts to revise the Final Return to incorporate such changes or suggestions, to the extent they either do not materially adversely affect FemmePharma or are consistent with the second sentence of this Section 5.8(a). FP1096 shall timely file the Final Returns for FP1096 prepared in accordance with this Section 5.8(a). FemmePharma shall be responsible for and shall pay (or shall reimburse FP1096 if it is required by law to pay) all Taxes attributable to the taxable period or portion thereof ending on or prior to the Closing Date (the "Pre-Closing Tax Period"), with property and similar taxes allocated to the Pre-Closing Tax Period on a per diem basis. For the avoidance of doubt, the Transferred Liabilities (as defined in the Asset Contribution Agreement) shall be attributable to the Pre-Closing Tax Period. FemmePharma shall be responsible for the timely preparation, filing and delivery of all forms W-2 and 1099 with respect to employees and contractors of FP1096 for the Pre-Closing Tax Period, and will provide FP1096 with copies of such forms within ten (10) days after the filing with the Internal Revenue Service. FemmePharma shall be responsible for the withholding of the appropri...
