Common use of Tax Law Compliance Clause in Contracts

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 10 contracts

Samples: Sales Agreement (Proteon Therapeutics Inc), Sales Agreement (Anthera Pharmaceuticals Inc), Sales Agreement (Synta Pharmaceuticals Corp)

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Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i5(j) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 8 contracts

Samples: Equity Distribution Agreement (Essex Property Trust Inc), Equity Distribution Agreement (Essex Property Trust Inc), Equity Distribution Agreement (Essex Property Trust Inc)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i6(j) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 7 contracts

Samples: Equity Distribution Agreement (Essex Portfolio Lp), Equity Distribution Agreement (Essex Portfolio Lp), Equity Distribution Agreement (Essex Portfolio Lp)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i6(k) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 4 contracts

Samples: Sales Agreement (Blueprint Medicines Corp), Stock Sales Agreement (Corindus Vascular Robotics, Inc.), Sales Agreement (Nivalis Therapeutics, Inc.)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(n) above in respect of all federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 3 contracts

Samples: Underwriting Agreement (Fluor Corp), Underwriting Agreement (Fluor Corp), Underwriting Agreement (Fluor Corp)

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(l) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Sales Agreement (Bionano Genomics, Inc), Sales Agreement (Nektar Therapeutics)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(i) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Sales Agreement (Maxwell Technologies Inc), content.edgar-online.com

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary material federal, state and foreign income, property income and franchise tax returns and have paid all material taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them them, except as may be being for such taxes that are contested in good faith and by appropriate proper proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(o) above in respect of all federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Purchase Agreement (Texas Industries Inc), Purchase Agreement (Texas Industries Inc)

Tax Law Compliance. The Company and its consolidated subsidiaries subsidiary have filed all necessary federal, federal and state and foreign income, property income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i3(g) above in respect of all federal, federal and state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries subsidiary has not been finally determined.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Guided Therapeutics Inc)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary material federal, state and foreign income, property income and franchise tax returns and have paid all material taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them them, except as may be being for such taxes that are contested in good faith and by appropriate proper proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(p) above in respect of all federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Credit Agreement (Chaparral Steel CO), Texas Industries Inc

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(A)(i) above in respect of all federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Underwriting Agreement (Vitacost.com, Inc.), Underwriting Agreement (Photon Dynamics Inc)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(l) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Common Stock (Kymera Therapeutics, Inc.), Sales Agreement (DarioHealth Corp.)

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i6(l) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.. (t)

Appears in 1 contract

Samples: NUSCALE POWER Corp

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Tax Law Compliance. The Subject to any permitted extensions, the Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i6(k) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Opgen Inc

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property income and franchise tax returns and have paid all taxes required to be paid by any of them them, the failure to pay or file would result in a Material Adverse Change and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedingsthem. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (A) (i) above in respect of all material federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (New Century Financial Corp)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedingsthem. The Company has made adequate appropriate (in accordance with GAAP) charges, accruals and reserves in the applicable financial statements referred to in Section 1 (A) (i) above in respect of all federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined. The Company is not aware of any tax deficiency that has been or might be asserted or threatened against the Company that could reasonably be expected to result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Interep National Radio Sales Inc)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(m) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Essex Property Trust Inc)

Tax Law Compliance. The Company and its consolidated subsidiaries the Subsidiaries have filed all necessary federal, state and foreign income, property income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(l) above in respect of all federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiary has not been finally determined. No deficiency for taxes has been asserted against the Company or any Subsidiary, and there are no current, pending or threatened audits, assessments or other actions relating to any material tax liability of the Company or any Subsidiary.

Appears in 1 contract

Samples: Underwriting Agreement (National Storage Affiliates Trust)

Tax Law Compliance. The Subject to any permitted extensions, the Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i2(o) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Mast Therapeutics, Inc.)

Tax Law Compliance. The Company and its consolidated subsidiaries have filed all necessary federal, state and foreign income, property and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(l) above in respect of all federal, state and foreign income, property and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Common Stock (23andMe Holding Co.)

Tax Law Compliance. The Company and its consolidated subsidiaries Subsidiaries ------------------ have filed all necessary federal, state and foreign income, property income and franchise tax returns and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1 (i1(j) above in respect of all federal, state and foreign income, property income and franchise taxes for all periods as to which the tax liability of the Company or any of its consolidated subsidiaries Subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Visual Numerics Inc)

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