Tax Returns Other Than Income Tax Returns Sample Clauses

Tax Returns Other Than Income Tax Returns. ARM shall be responsible for the preparation of all Tax Returns other than Income Tax Returns required to be filed by Asset Sellers relating to the Business. ARM shall be responsible for the preparation of all Tax Returns other than Income Tax Returns of the Business Subsidiaries due on or before the Closing Date. ARM shall provide drafts of all material Tax Returns the preparation of which is the responsibility of ARM under this Section 12.01(d) to Purchaser at least 20 Business Days prior to the due date for such Tax Returns (or, in the case of amended Tax Returns, at least 20 Business Days prior to the date on which such amended Tax Returns will be filed) and shall be required to consider in good faith any changes requested by Purchaser to such Tax Returns, where such change request is provided to ARM not more than 10 Business Days after Purchaser has received such draft Tax Returns; provided, however, that where a Tax Return for which ARM is responsible under this Section 12.01(d) is due within 30 Business Days of the date hereof, ARM shall be obligated only to make reasonable efforts to provide Purchaser with a reasonable opportunity to review such Tax Return prior to filing and to consider in good faith any changes requested by Purchaser with respect to such Tax Returns, where such change request is provided by Purchaser within a reasonable period following Purchaser’s receipt of such draft Tax Return. Tax Returns the preparation of which are the responsibility of ARM under this Section 12.01(b), shall be prepared in a manner consistent with past practice of the relevant Business Subsidiary, except (x) as required by this Agreement, (y) as required by Law or (z) as may be consented to by Purchaser, with such consent not to be unreasonably withheld or delayed. Except as otherwise provided in this Section 12.01, Purchaser shall be responsible for the preparation of all Tax Returns of Business Subsidiaries and of the Purchasers of the Business Assets due after the Closing Date. Purchaser shall provide drafts of all material Tax Returns the preparation of which is the responsibility of Purchaser under this Section 12.01(d) to ARM and which relate to a Tax period that begins on or prior to the Closing Date, at least 20 Business Days prior to the due date for such Tax Returns (or, in the case of amended Tax Returns, at least 20 Business Days prior to the date on which such amended Tax Returns will be filed) and shall be required to consider in good faith a...
Sample 1
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Tax Returns Other Than Income Tax Returns. The Buyer shall prepare or cause to be prepared and file or cause to be filed all Tax Returns for Treasure Valley for all periods ending on or prior to the Closing Date which are due after the Closing Date other than income Tax Returns with respect to such periods. The Buyer shall permit the Seller to review and comment on each such Tax Return described in the preceding sentence prior to filing. The Seller shall reimburse the Buyer for Taxes of Treasure Valley with respect to such periods within fifteen (15) days after payment by the Buyer or Treasure Valley of such Taxes to the extent such Taxes are not reflected on the face of the Post-Closing Balance Sheet or to the extent such Taxes are not set forth in the Disclosure Schedules.
Sample 1

Related to Tax Returns Other Than Income Tax Returns

  • INCOME TAX RETURNS Borrower has no knowledge of any pending assessments or adjustments of its income tax payable with respect to any year.

  • Tax Returns Except as set forth on Schedule 3.13:

  • Income Tax Returns and Reports The Trustee shall, to the extent necessary, prepare and file on behalf of the Trust appropriate United States and Canadian income tax returns and any other returns or reports as may be required by applicable law or pursuant to the rules and regulations of any securities exchange or other trading system through which the Exchangeable Shares are traded.

  • Company Tax Returns The Company shall file all tax returns, if any, required to be filed by the Company.

  • Other Tax Returns Subject to Section 7.01, the Managers shall cause to be prepared and filed all necessary tax returns for the Company.

  • Tax Returns; Taxes Except as otherwise disclosed on Schedule 3.13:

  • Tax Returns and Payments Each of the Company and each of its Subsidiaries 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 all other taxes due and payable by the Company or any of its Subsidiaries on or before the Closing, have been paid or will be paid prior to the time they become delinquent. Except as set forth on Schedule 4.13, neither the Company nor any of its Subsidiaries has been advised:

  • Tax Returns and Tax Payments (i) The Company has timely filed with the appropriate taxing authorities all Tax Returns required to be filed by it (taking into account all applicable extensions). All such Tax Returns are true, correct and complete in all respects. All Taxes due and owing by the Company has been paid (whether or not shown on any Tax Return and whether or not any Tax Return was required). The Company is not currently the beneficiary of any extension of time within which to file any Tax Return or pay any Tax. No claim has ever been made in writing or otherwise addressed to the Company by a taxing authority in a jurisdiction where the Company does not file Tax Returns that it is or may be subject to taxation by that jurisdiction. The unpaid Taxes of the Company did not, as of the Company Balance Sheet Date, exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the face of the financial statements (rather than in any notes thereto). Since the Company Balance Sheet Date, neither the Company nor any of its subsidiaries has incurred any liability for Taxes outside the ordinary course of business consistent with past custom and practice. As of the Closing Date, the unpaid Taxes of the Company and its subsidiaries will not exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the books and records of the Company.

  • Income Tax Return Information Each Company will provide to the other Company information and documents relating to their respective Groups required by the other Company to prepare Tax Returns. The Responsible Company shall determine a reasonable compliance schedule for such purpose in accordance with Distributing Co.'s past practices. Any additional information or documents the Responsible Company requires to prepare such Tax Returns will be provided in accordance with past practices, if any, or as the Responsible Company reasonably requests and in sufficient time for the Responsible Company to file such Tax Returns on a timely basis.

  • Tax Returns and Elections The Company shall cause to be prepared and timely filed all federal, state and local income tax returns or other returns or statements required by applicable law. As soon as reasonably practicable after the end of each fiscal year of the Company, the Company shall cause to be prepared and delivered to the Member all information with respect to the Company necessary for the Member’s federal and state income tax returns.

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