Tax and Other Returns Sample Clauses

Tax and Other Returns. Except as set forth in SECTION 4.8 of the Schedule (i) all federal tax returns and tax reports required to be filed by the Company and its Subsidiaries have been timely filed with (taking into account any extension of time granted to, or obtained by or on behalf of, the Company or its Subsidiaries) the appropriate Governmental Entities where such returns and reports are required to be filed and all such tax returns were true, accurate and complete in all material respects; (ii) all material foreign, state and local tax returns and tax reports required to be filed by the Company or any of its Subsidiaries in those jurisdictions where either the Company or any of its Subsidiaries have qualified to do business, and which relate to income, profits, franchise or property taxes, have been filed with the appropriate Governmental Entity in such jurisdiction, and all such tax returns were true, accurate and complete in all material respects; (iii) all federal, state, local and foreign income, profits and franchise taxes (including interest and penalties) shown due on the tax returns and tax reports referred to in (i) and (ii) of this SECTION 4.8 have been fully paid; (iv) the Company and its Subsidiaries have provided in its Company Financial Statements, and at the Effective Time will have provided in its financial statements for periods through the Effective Time, adequate accruals in accordance with GAAP for all taxes that have been, or will have been, incurred but have not been paid, whether or not shown as being due on any tax returns, for all periods through the Effective Time; (v) no waivers of statutes of limitation have been given or requested; (vi) there is no dispute or claim concerning any additional tax liability of the Company or any of its Subsidiaries made by any taxing authority with respect to the returns and reports filed by the Company or its Subsidiaries and referred to in (i) and (ii) of this SECTION 4.8 and (vii) to the Company's Knowledge, no taxing authority has given the Company notice that it will assess any additional tax liability for any tax return or report filed by the Company or its Subsidiaries referred to in (i) and (ii) of this SECTION 4.8 and none of the Company's or its Subsidiaries' advisors have advised the Company or its Subsidiaries that there is a substantial likelihood that such additional taxes may be assessed. No power of attorney has been executed or filed by or on behalf of the Company or its Subsidiaries with respect ...
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Tax and Other Returns. Except as set forth in Section 3.8 of the XXXX Schedule (i) all material federal tax returns and tax reports required to be filed by XXXX or any of its subsidiaries have been filed with the appropriate governmental agencies where such returns and reports are required to be filed; (ii) all material state and local tax returns and tax reports required to be filed by XXXX or any of its subsidiaries in those states where either XXXX or any of its subsidiaries have qualified to do business, and which relate to income, profits, franchise or property taxes, have been filed with the appropriate governmental agencies in such jurisdiction; (iii) all federal, state, local and foreign income, profits and franchise taxes (including interest and penalties) shown due on the tax returns and tax reports referred to in (i) and (ii) of this paragraph have been fully paid or adequately reflected as a liability on XXXX'x Balance Sheet; (iv) no waivers of statutes of limitation have been given or requested; and (v) there are no potential federal tax deficiencies or state and local tax deficiencies with respect to the returns and reports filed by XXXX and referred to in (i) and (ii) of this paragraph which may arise from issues which have been raised or which have not yet been raised but which reasonably might be expected to be raised by the Internal Revenue Service or appropriate governmental agencies and reasonably might be expected to have a XXXX Material Adverse Effect.
Tax and Other Returns. To the best of MPLL's knowledge, the Company has regularly filed all required tax, Social Security and all administrative returns and has paid or provided for all taxes, duties, levies and Social Security charges, including any interest, fines or penalties relating thereto. There is no current dispute with any government authority concerning taxes, customs or Social Security charges and, to MPLL's knowledge, there is no reason to believe any such dispute might arise.
Tax and Other Returns. Except as set forth in section 3.9 of the Schedule, HK and its subsidiaries have duly and timely filed all U.S. federal Tax (as defined below) returns and all other Tax filings required to be filed including, but not limited to, all foreign, state and local Tax returns and filings (all such federal, foreign, state and local returns and filings being complete and correct in all material respects), except for such state and local returns and filings with respect to which the failure to file would not have a Material Adverse Effect, have duly paid or made provision for the payment of all Taxes (including any interest or penalties) that are due and payable (whether or not shown on any such tax returns) and paid all payments of estimated Tax due and all Taxes required to be withheld and collected. Except as disclosed in section 3.9 of the Schedule, the liability for Taxes reflected in HK's balance sheet at July 31, 1995 is sufficient for the payment of all unpaid Taxes (including interest and penalties), whether or not disputed, accrued or applicable for the period then ended and for all years and periods ended prior thereto. The federal, state, local and foreign Tax returns of HK and its subsidiary have not been audited by the Internal Revenue Service ("IRS") or any other taxing authority. Except as set forth in section 3.9 of the Schedule, HK and its subsidiaries (i) have not executed or filed with the IRS or any other taxing authority a waiver or a consent providing for an extension of time with respect to the assessment of any Tax or deficiency; (ii) have not granted powers of attorney with respect to any Tax matter that is currently in force and (iii) are not currently under, or have not received notice of commencement of, any audit by any taxing authority, and are not parties to any judicial proceeding with respect to Taxes. HK and its subsidiary have not made any payments, are not obligated to make any payments and are not parties to any agreement that under certain circumstances could obligate them to make any payments that will not be deductible under section 280G of the Internal Revenue Code of 1986 (the "Code"). HK and its subsidiaries are not, and have not been United States real property holding corporations within the meaning of section 897(c)(2) of the Code during the applicable period specified in section 897(c)(1)(A)(ii) of the Code. Except as set forth in section 3.9 of the Schedule, HK and its subsidiary have not filed consents pursuant to 34...
Tax and Other Returns. 9.9.1. The SHALA ENERGY shpk has regularly and timely filed all required Taxes and social security returns; and
Tax and Other Returns. Except as previously disclosed in writing to the other party making reference to this paragraph, it and each of its Subsidiaries has:

Related to Tax and Other Returns

  • Tax and Other Returns and Reports All federal, state, local and foreign tax returns, reports, statements and other similar filings required to be filed by Sellers (the “Tax Returns”) with respect to any federal, state or local taxes, assessments, interest, penalties, deficiencies, fees and other governmental charges or impositions (including without limitation all income tax, unemployment compensation, social security, payroll, sales and use, excise, privilege, property, ad valorem, franchise, license, school and any other tax or similar governmental charge or imposition under laws of the United States or any state or municipal or political subdivision thereof) (the “Taxes”) have been filed with the appropriate governmental agencies in all jurisdictions in which such Tax Returns are required to be filed, and all such Tax Returns properly reflect the liabilities of Sellers for Taxes for the periods, property or events covered thereby. All Taxes, including without limitation those called for by the Tax Returns, claimed to be due by any taxing authority from Sellers, have been properly accrued or paid. Except as listed in Exhibit B attached to this Agreement, Sellers have not received any notice of assessment or proposed assessment in connection with any Tax Returns and there are not pending tax examinations of or tax claims asserted against Sellers or any of their assets or properties. Sellers have not extended, or waived the application of, any statute of limitations of any jurisdiction regarding the assessment or collection of any Taxes. Except as listed in Exhibit B attached to this Agreement, there are no tax liens (other than any lien for current taxes not yet due and payable) on any of the assets or properties of Sellers. Sellers have no knowledge of any basis for any additional assessment of any Taxes. Sellers have made all deposits required by law to be made with respect to employees’ withholding and other employment taxes, including without limitation the portion of such deposits relating to Taxes imposed upon Sellers.

  • Tax Returns and Other Reports (a) The Administrative Trustees shall prepare (or cause to be prepared) at the principal office of the Trust in the United States, as defined for purposes of Treasury regulations section 301.7701-7, at the Depositor’s expense, and file, all United States federal, state and local tax and information returns and reports required to be filed by or in respect of the Trust. The Administrative Trustees shall prepare at the principal office of the Trust in the United States, as defined for purposes of Treasury regulations section 301.7701-7, and furnish (or cause to be prepared and furnished), by January 31 in each taxable year of the Trust to each Holder all Internal Revenue Service forms and returns required to be provided by the Trust. The Administrative Trustees shall provide the Depositor and the Property Trustee with a copy of all such returns and reports promptly after such filing or furnishing.

  • Income and Other Taxes Except as otherwise expressly stated herein: (i) the BNPP Entities have no obligation or responsibility to Customer with respect to the accounting or reporting of income or other taxes with respect to the execution, delivery and performance of this Agreement, each related agreement and each transaction hereunder or thereunder (for the sake of clarity, including without limitation, with respect to any related margin lending agreement and each related transaction) (each a “Transaction”), including, without limitation, unrelated business taxable income under section 514 of the Code; and (ii) Customer shall alone be responsible for the payment of any and all taxes and related penalties, interests and costs arising from or relating to the Transactions. Customer represents and warrants, on and as of the date hereof and each date any Transaction remains outstanding, that Customer has in place policies and procedures necessary to ensure proper accounting and reporting of any and all taxation of the Customer and/or Accounts in connection with the Transactions.

  • Stamp and Other Similar Taxes The Grantors, jointly and severally, agree to indemnify and hold harmless the Collateral Agent and each Secured Party (and their respective agents) from any present or future claim for liability for any stamp or other similar tax and any penalties or interest with respect thereto that may be assessed, levied or collected by any jurisdiction in connection with this Agreement, the Intercreditor Agreement, any Security Document, the Trust Estate or any Collateral. The obligations of the Grantors under this Section 5(d) shall survive the termination of the other provisions of this Agreement and the resignation or removal of the Collateral Agent.

  • Stamp and Other Taxes In addition, the Borrower shall pay any present or future stamp, registration, recordation or documentary taxes or any other similar fees or charges or excise or property taxes, levies of the United States or any state or political subdivision thereof or any applicable foreign jurisdiction which arise from any payment made hereunder or from the execution, delivery or registration of, or otherwise with respect to, this Agreement, the Loans, the Letters of Credit, the other Loan Documents, or the perfection of any rights or security interest in respect thereto (hereinafter referred to as "Other Taxes").

  • Taxes and other Amounts The Servicer will use its best efforts to collect all payments with respect to amounts due for Taxes, assessments and insurance premiums relating to each Loan Asset to the extent required to be paid to the Borrower for such application under the applicable Loan Agreement and remit such amounts to the appropriate Governmental Authority or insurer as required by the Loan Agreements.

  • Taxes and Other Payments 7.1. Unless otherwise specifically provided for in this Agreement, the Company shall not be liable for the payment of taxes or other payments for which the Employee is responsible as result of this Agreement or any other legal provision, and the Employee shall be personally liable for such taxes and other payments.

  • SEC and Other Reports promptly upon their becoming available, one copy of (i) each financial statement, report, notice or proxy statement sent by the Company or any Subsidiary to public securities holders generally, and (ii) each regular or periodic report, each registration statement (without exhibits except as expressly requested by such holder), and each prospectus and all amendments thereto filed by the Company or any Subsidiary with the Securities and Exchange Commission and of all press releases and other statements made available generally by the Company or any Subsidiary to the public concerning developments that are Material;

  • Taxes and Other Impositions Mortgagor will pay, or cause to be paid, all taxes, assessments and other charges or levies imposed upon or against or with respect to the Property or the ownership, use, occupancy or enjoyment of any portion thereof, or any utility service thereto, as the same become due and payable without premium or penalty, including but not limited to all real estate taxes assessed against the Property or any part thereof, and shall deliver promptly to Mortgagee such evidence of the payment thereof as Mortgagee may require. Notwithstanding the foregoing, Mortgagor shall not be required to pay any such taxes, assessments, charges or other levies so long as Mortgagor shall in good faith, and at its cost and expense, contest the amount or validity thereof, or take other appropriate action with respect thereto, in good faith and in an appropriate manner or by appropriate proceedings; provided that (a) Mortgagor notifies Mortgagee in advance that Mortgagor intends to initiate such proceedings, (b) such proceedings operate to prevent the collection of, or other realization upon, the taxes, assessments, charges or other levies so contested, (c) there will be no sale, forfeiture or loss of the Property during the contest, (d) Mortgagee shall not be subjected to any claim, cost, liability or expense as a result thereof, and (e) Mortgagor provides assurances satisfactory to Mortgagee (including, without limitation, the establishment of an appropriate reserve account with Mortgagee) of its ability to pay such taxes, assessments, charges and other levies in the event Mortgagor is unsuccessful in its contest. Each such contest shall be promptly prosecuted to final conclusion or settlement, and Mortgagor shall indemnify and save Mortgagee harmless against all claims, cost, liability or expense as a result thereof or in connection therewith. Promptly after the settlement or conclusion of such contest or action, Mortgagor shall pay and discharge the amounts which shall be levied, assessed or imposed or determined to be payable, together with all penalties, fines, interests, costs and expenses in connection therewith.

  • Withholding Taxes and Other Deductions To the extent required by law, the Company shall withhold from any payments due Executive under this Agreement any applicable federal, state or local taxes and such other deductions as are prescribed by law or Company policy.

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