Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 26 contracts
Samples: Securities Purchase Agreement (Socket Communications Inc), Securities Purchase Agreement (Cambridge Holdings LTD), Securities Purchase Agreement (Infinite Group Inc)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 10 contracts
Samples: Purchase Agreement (Requisite Technology Inc /Co), Preferred Stock Purchase Agreement (Genomica Corp /De/), Stock Purchase Agreement (Buy Com Inc)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of for any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 6 contracts
Samples: Bond Purchase Agreement, Bond Purchase Agreement (Greenlight Capital LLC), Bond Purchase Agreement (Greenlight Capital LLC)
Tax Returns and Payments. The Company 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 and, to the Company's knowledge ’s knowledge, all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, hereof or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its the properties or assets of the Company as of the date of this Agreement that is not adequately provided for.
Appears in 5 contracts
Samples: Purchase Agreement (Sutura, Inc.), Purchase Agreement (Technology Visions Group Inc), Purchase Agreement (Technology Visions Group Inc)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before as of the Closingdate hereof, have been paid paid, are being contested in good faith or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Us Farms, Inc.), Securities Purchase Agreement (Gamma Pharmaceuticals Inc), Securities Purchase Agreement (Us Farms, Inc.)
Tax Returns and Payments. The Company 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 and, to the Company's knowledge ’s knowledge, all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, hereof or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its the properties or assets of the Company as of the date of this Agreement that is not adequately provided for.
Appears in 3 contracts
Samples: Purchase Agreement (Wits Basin Precious Minerals Inc), Purchase Agreement (Spectre Gaming Inc), Purchase Agreement (Spectre Gaming Inc)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, First Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Veron International LTD), Common Stock Purchase Agreement (Genelabs Technologies Inc /Ca)
Tax Returns and Payments. The Company 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 to the Company's ’s knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Solar Energy LTD), Security Agreement (Comcam International Inc)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment adjustment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 2 contracts
Samples: Purchase Agreement (Gp Strategies Corp), Purchase Agreement (Gp Strategies Corp)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Myogen Inc), Preferred Stock Purchase Agreement (Myogen Inc)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, date hereof have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 2 contracts
Samples: Stockholder Rights Agreement (Tredegar Corp), Preferred Stock Purchase Agreement (Superconductor Technologies Inc)
Tax Returns and Payments. The Company 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 to the Company's ’s knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its tax returns, federal, state or other, have been or are being audited as of the date hereof, ; or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 2 contracts
Samples: Series D Preferred Stock and Warrant Purchase Agreement (Great Basin Scientific, Inc.), Loan and Unit Issuance Agreement (Great Basin Scientific, Inc.)
Tax Returns and Payments. The Company 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 to the Company's ’s knowledge all other taxes due and payable by the Company on or before the Closing, have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Samples: Securities Purchase Agreement (Implant Sciences Corp)
Tax Returns and Payments. The Company 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 to the Company's ’s knowledge all other taxes due and payable by the Company on or before the Closing, each Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Blue Martini Software Inc)
Tax Returns and Payments. The Company 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 to the Company's ’s knowledge all other taxes due and payable by the Company on or before the ClosingEffective Date, have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Tax Returns and Payments. The Company 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 and, to the Company's knowledge knowledge, all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, hereof or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its the properties or assets of the Company as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Samples: 9 Purchase Agreement (Equitex Inc)
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, date hereof have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.. 3.19
Appears in 1 contract
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Samples: Registration Rights Agreement (Advanced Machine Vision Corp)
Tax Returns and Payments. The Since December 31, 2001, the Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Samples: Incorporated Securities Purchase Agreement (Associated Automotive Group Inc)
Tax Returns and Payments. The Company 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 and, to the Company's knowledge ’s knowledge, all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, the tax returns of the Company have been or are being audited as of the date hereof, hereof or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its the properties or assets of the Company as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Tax Returns and Payments. The Company 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 to the Company's ’s knowledge all other taxes due and payable by the Company on or before the Closing, have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Except as set forth on Schedule 4.13, the Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.. Table of Contents
Appears in 1 contract
Tax Returns and Payments. The Company Corporation 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 to the CompanyCorporation's knowledge all other taxes due and payable by the Company Corporation on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company Corporation has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment adjustment to its federal, state or other taxes. The Company Corporation has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Ask Jeeves Inc)
Tax Returns and Payments. The Company has timely filed all tax returns (federal, state and local) to its knowledge required to be filed by it. All taxes shown to be due and payable on such returns, any assessments imposed, and and, to the Company's knowledge ’s knowledge, all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (ai) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, hereof or (bii) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its the properties or assets of the Company as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Tax Returns and Payments. The Company 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 to the Company's knowledge all other taxes due and payable by the Company on or before the Closing, Closing have been paid or will be paid prior to the time they become delinquent. The Company has not been advised (a) that any of its returns, federal, state or other, have been or are being audited as of the date hereof, or (b) of any deficiency in assessment or proposed judgment to its federal, state or other taxes. The Company has no knowledge of any liability of any tax to be imposed upon its properties or assets as of the date of this Agreement that is not adequately provided for.
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (FMC Corp)
