Preparation of Income Tax Returns. You are o are not o authorized to prepare our income tax returns. If we have requested this service, you are authorized to charge the Account based on the amount of work involved.
Preparation of Income Tax Returns. Seller shall prepare and file, in a timely fashion, all appropriate and necessary federal, state and other income tax returns, reports and estimates, the filing of which is required by law ("Income Tax Returns") which include, on a consolidated or any other reporting basis, the results of operations of PEI and any partnership or joint venture of which PEI is a member for all taxable years ending prior to or on the Closing Date. Seller shall pay or discharge any and all federal, state or local income taxes for which PEI may be held liable as a result of Income Tax Returns required to be filed by or on behalf of PEI with respect to any taxable years ending prior to or on the Closing Date.
Preparation of Income Tax Returns. After Closing, the Parent shall cause the Surviving Company to timely prepare (or cause to be prepared) and deliver to the Member Representative proposed forms of the federal and applicable state income Tax Returns for the Company for the period ending on or prior to the Closing Date, and all related schedules including, but not limited to, forms K-1 (the "Final Company Tax Returns"). The Final Company Tax Returns shall be prepared in accordance with the Company's past practice in preparing its income Tax Returns previously filed; provided that, at the request of Parent, the Company shall make an election in accordance with Section 754 of the Code effective for the taxable year that ends on the date of the Closing and shall not seek to revoke that election at any time. With respect to each Final Company Tax Return (i) no later than 60 days following the date of Closing the Parent shall deliver to the Member Representative a copy of the prepared Tax Return, (ii) the Member Representative and its representatives shall have the opportunity to examine the Tax Return and the associated work papers, schedules and other documents prepared in connection with the preparation of the Tax Return and (iii) after approval thereof by the Member Representative, which shall not be unreasonably withheld, the Parent shall cause Surviving Company to timely file the Tax Return.
Preparation of Income Tax Returns. Parent shall prepare and file, or cause to be prepared and filed, all Income Tax Returns for the Acquired Companies that are filed or are required to be filed after the Closing Date. Parent shall provide to the Representative drafts of each Income Tax Return that includes any taxable period or portion thereof ending on or prior to the Closing for review and comment at least 30 days prior to the filing thereof. The Representative shall provide comments with proposed changes (if any) to the Parent within 15 days after the receipt of such Income Tax Return and Parent shall consider such comments and proposed changes in good faith.
Preparation of Income Tax Returns. The Company shall arrange for the preparation and timely filing of all returns of Company income, gains, deductions, losses and other items necessary for federal and state income tax purposes and shall cause to be furnished to the Members the tax information reasonably required for federal and state income tax reporting purposes. The classification, realization and recognition of income, gain, losses and deductions and other items, for federal income tax purposes, will be on that method of accounting as recommended by the independent public accountant as set forth in Exhibit F, as determined in their reasonable discretion with the consent of a Majority of the Managers including at least one Manager designated by Gum Tech and at least one Manager designated by BDT.
Preparation of Income Tax Returns. The Representative shall prepare, or cause to be prepared, all income Tax Returns of the Company for any taxable period that ends on or before the Closing Date that are due after the Closing Date, and shall submit a copy of any such income Tax Return to Buyer for Buyer’s review and comment at least 30 days before the due date for filing such Tax Return. The Sellers shall accept all reasonable written comments made by Buyer to any such Tax Returns and shall revise such Tax Returns accordingly. The Parties agree that all such Tax Returns of the Company shall be prepared consistently with Section 5.1(e), applicable law, and except to the extent inconsistent with the foregoing, past practice. Buyer shall cooperate with the Representative to cause the Tax Returns subject to this Section 5.1(d) to be filed as finally prepared after incorporating Buyer’s reasonable comments.
Preparation of Income Tax Returns. PBI will prepare and file, with the assistance of Office Systems Group, all Returns of PBI Consolidated Group and all Separate Income Tax Returns of any member of that group for all Pre-Distribution Tax Periods. PBI shall have the right with respect to such Returns to determine (A) the manner in which such returns, documents or statements shall be prepared and filed, including, without limitation, the manner in which any item of income, gain, loss, deduction or credit shall be reported, (B) whether any extensions should be requested, and (C) the elections that will be made by any member of PBI Group or Office Systems Group; provided, however, that PBI will consult with Office Systems regarding the manner in which items related to Office Systems Group will be reflected in such returns and will undertake in good faith to prepare such Returns in a manner that PBI determines may be substantively beneficial to the Office Systems Group for any Post- Distribution Tax Period, but only to the extent that such manner of preparing Returns has no adverse impact on PBI.
Preparation of Income Tax Returns. PBI will prepare and file, with the assistance of Imagistics Group, all Returns of PBI Consolidated Group and all Separate Income Tax Returns of any member of that group for all Pre-Distribution Tax Periods. PBI shall have the right with respect to such Returns to determine (A) the manner in which such returns, documents or statements shall be prepared and filed, including, without limitation, the manner in which any item of income, gain, loss, deduction or credit shall be reported, (B) whether any extensions should be requested, and (C) the elections that will be made by any member of PBI Group or Imagistics Group; provided, however, that PBI will consult with Imagistics regarding the manner in which items related to Imagistics Group will be reflected in such returns and will undertake in good faith to prepare such Returns in a manner that PBI determines may be substantively beneficial to the Imagistics Group for any Post-Distribution Tax Period, but only to the extent that such manner of preparing Returns has no adverse impact on PBI.
Preparation of Income Tax Returns. (i) The Purchaser shall, and shall cause each member of the Company Group to, prepare and submit to the Seller, at the Purchaser's expense, all information that the Seller shall request, in such form as the Seller shall reasonably request, by the time specified by the Seller (which time shall be consistent with the timing of requests made by the Seller or other members of the GM Group to any member of the Company Group in prior taxable periods), (A) to enable the Seller (or the designated Subsidiary of the Seller) to prepare the Income Tax Returns described in Sections 11.1(a)(i), 11.1(a)(ii) and 11.1(c) hereof, and (B) to enable the Seller to determine the amounts of estimated tax due and to prepare any related documentation in respect of the taxable periods covered by the Income Tax Returns described in clause (A) of this sentence. In the event that the Purchaser (x) does not timely provide such information or (y) provides information that is incomplete or otherwise not reasonably satisfactory to the Seller and does not cure such defect within 30 days after the Seller gives notice thereof, the Seller shall be entitled to require the Purchaser to engage, at the Purchaser's expense, a nationally recognized independent accounting firm reasonably acceptable to the Seller to gather and provide, in the manner set forth in the preceding sentence, the information which the Purchaser is required to provide under this Section 11.5(a).
Preparation of Income Tax Returns. After Closing, the Member Representative shall prepare (or cause to be prepared) and deliver to AHC and Parent proposed forms of the federal and applicable state income Tax Returns for Parascript for the period ending on or prior to the Closing Date, and all related schedules including, but not limited to, forms K-1 (the “Final Parascript Tax Returns”). The Final Parascript Tax Returns shall be prepared in accordance with Parascript’s past practice in preparing its income Tax Returns previously filed; provided that Parascript shall make an election in accordance with Code § 754 effective for the taxable year that ends on the date of the Closing and shall not seek to revoke that election at any time. After Closing, AHC shall prepare (or cause to be prepared) and deliver to Parascript and Parent proposed forms of the federal and applicable state income Tax Returns for AHC for the period ending on or prior to the Closing Date, and all related schedules (the “Final AHC Tax Returns”). With respect to each Final Parascript Tax Return (i) no later than 60 days following the date of Closing the Member Representative shall deliver to Parent and AHC a copy of the prepared Tax Return, (ii) Parent and AHC shall have the opportunity to examine the Tax Return and the associated work papers, schedules and other documents prepared in connection with the preparation of the Tax Return and (iii) after approval thereof by Parent and AHC, which shall not be unreasonably withheld, Parent and AHC shall cause the Parascript Surviving Company to timely file the Tax Return.
