Common use of Tax Status Clause in Contracts

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 893 contracts

Samples: Note Purchase Agreement (Pure Bioscience, Inc.), Note Purchase Agreement (Pure Bioscience, Inc.), Securities Purchase Agreement (MGT Capital Investments, Inc.)

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Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 43 contracts

Samples: Securities Purchase Agreement (Intrinsic Medicine, Inc.), Securities Purchase Agreement (Fuel Performance Solutions, Inc.), Securities Purchase Agreement (Fuel Performance Solutions, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 24 contracts

Samples: Securities Purchase Agreement (Oramed Pharmaceuticals Inc.), Securities Purchase Agreement (Oramed Pharmaceuticals Inc.), Securities Purchase Agreement (Oramed Pharmaceuticals Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has have filed all necessary federal, state and foreign income and franchise tax returns and has have paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 20 contracts

Samples: Equity Distribution Agreement (Draganfly Inc.), Equity Distribution Agreement, Market Offering Agreement (GREAT PANTHER MINING LTD)

Tax Status. Except for matters that would could not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 19 contracts

Samples: Securities Purchase Agreement (Syntax-Brillian Corp), Securities Purchase Agreement (Epicept Corp), Securities Purchase Agreement (Cell Therapeutics Inc)

Tax Status. Except for matters that would could not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 13 contracts

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

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state state, and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 12 contracts

Samples: Securities Purchase Agreement (SinglePoint Inc.), Securities Purchase Agreement (Bruush Oral Care Inc.), Securities Purchase Agreement (Bruush Oral Care Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 12 contracts

Samples: Securities Purchase Agreement (AMERICAN POWER GROUP Corp), Adoption Agreement (Greenman Technologies Inc), Securities Purchase Agreement (Greenman Technologies Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no actual knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Spectrum Pharmaceuticals Inc), Securities Purchase Agreement (Spectrum Pharmaceuticals Inc), Securities Purchase Agreement (Spectrum Pharmaceuticals Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary subsidiary has timely filed all necessary federal, state and foreign income and franchise tax returns and has timely paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiarysubsidiary.

Appears in 10 contracts

Samples: Form of Subscription Agreement (KalVista Pharmaceuticals, Inc.), Subscription Agreement, Subscription Agreement (ARCA Biopharma, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has accurately and timely filed all necessary federal, state and foreign income and franchise tax returns returns, reports and declarations required by any jurisdiction to which it is subject, and has paid or accrued all taxes shown as due thereon, and the Company has there is no knowledge of a tax deficiency in any material amount which has been asserted or threatened against the Company or any Subsidiary.

Appears in 10 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Softech Inc), Securities Purchase Agreement (Softech Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon (except for those contested in good faith), and the Company has have no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 10 contracts

Samples: Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, provincial, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge Knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Lu Pingji), Securities Purchase Agreement (China Housing & Land Development, Inc.), Securities Purchase Agreement (Fearless International, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary. There are no audits pending by any tax or other governmental authority relating to the payment of taxes by the Company or any subsidiary.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Comstock Inc.), Securities Purchase Agreement (Stemtech Corp), Securities Purchase Agreement (Todos Medical Ltd.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has its Subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns and has have paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 9 contracts

Samples: Securities Purchase Agreement (1847 Holdings LLC), Securities Purchase Agreement (1847 Holdings LLC), Securities Purchase Agreement (Mitesco, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.;

Appears in 8 contracts

Samples: Subscription Agreement (Riot Blockchain, Inc.), Subscription Agreement (Pegasi Energy Resources Corporation.), Subscription Agreement (Sino Payments, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns required by any jurisdiction to which it is subject and has paid or accrued all taxes that are material in amount shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary. There are no audits pending by any tax or other governmental authority relating to the payment of taxes by the Company or any subsidiary.

Appears in 7 contracts

Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, United States federal and state income and all foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon. There are no unpaid taxes in any material amount claimed to be overdue by the Company by the taxing authority of any jurisdiction, and the Company has no knowledge officers of a tax deficiency which has been asserted or threatened against the Company or of any SubsidiarySubsidiary know of no basis for any such claim.

Appears in 7 contracts

Samples: Common Stock Purchase Agreement (Synta Pharmaceuticals Corp), Securities Purchase Agreement (Rosetta Genomics Ltd.), Common Stock Purchase Agreement (Synta Pharmaceuticals Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no actual knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Biosante Pharmaceuticals Inc), Securities Purchase Agreement (Biosante Pharmaceuticals Inc), Securities Purchase Agreement (Biosante Pharmaceuticals Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has have filed all necessary federal, state and foreign income and franchise tax returns and has have paid or accrued all taxes shown as due thereon, and to the knowledge of the Company, the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 5 contracts

Samples: Securities Purchase Agreement (E-Home Household Service Holdings LTD), Securities Purchase Agreement (E-Home Household Service Holdings LTD), Securities Purchase Agreement (CBAK Energy Technology, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has of its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have timely filed for valid extensions to the filing deadlines applicable to them with respect to such taxes and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiaryof its subsidiaries.

Appears in 5 contracts

Samples: Form of Securities Purchase Agreement (Man Shing Agricultural Holdings, Inc), Securities Purchase Agreement (Osteologix, Inc.), Securities Purchase Agreement (Osteologix, Inc.)

Tax Status. Except for matters that would could not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse EffectEffect and except as disclosed in the SEC Reports, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 5 contracts

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

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise applicable tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 5 contracts

Samples: Debenture Purchase Agreement (Luxeyard, Inc.), Debenture Purchase Agreement (Cytosorbents Corp), Debenture Purchase Agreement (BeesFree, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiarysubsidiary.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Pharmathene, Inc), Securities Purchase Agreement (Pharmathene, Inc), Securities Purchase Agreement (Pharmathene, Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Aeterna Zentaris Inc., Aeterna Zentaris Inc., Aeterna Zentaris Inc.

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a material tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Securities Purchase Agreement (A.C. Moore Arts & Crafts, Inc.), ONCOSEC MEDICAL Inc, ONCOSEC MEDICAL Inc

Tax Status. Except for matters that do not have (and would notnot reasonably be expected to result in), individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Subscription Agreement (Montalvo Spirits, Inc.), Securities Purchase Agreement (Regenicin, Inc.), Securities Purchase Agreement (Confederate Motors, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a material tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 4 contracts

Samples: Equity Distribution Agreement (ONCOSEC MEDICAL Inc), ONCOSEC MEDICAL Inc, Stock Purchase Agreement (Medlink International, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state state, local and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the . The Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Underwriting Agreement (Cel Sci Corp), Cel Sci Corp, Cel Sci Corp

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which that has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Underwriting Agreement (Pharmathene, Inc), Pharmathene, Inc, Pharmathene, Inc

Tax Status. Except as disclosed in the SEC Reports, and except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Ambient Water Corp), Securities Purchase Agreement (Ambient Water Corp), Securities Purchase Agreement (Ambient Water Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary Israeli, federal, state and foreign income and franchise tax returns in any jurisdiction applicable to it and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a material tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Share Purchase Agreement (Tefron LTD), Share Purchase Agreement (Tefron LTD), Share Purchase Agreement (Tefron LTD)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge Knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Chez Ronald L), Securities Purchase Agreement (Cinedigm Corp.), Common Stock Purchase Agreement (Cinedigm Corp.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary (i) has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company (ii) has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Cambridge Heart Inc), Purchase Agreement (Cambridge Heart Inc), Securities Purchase Agreement (Cambridge Heart Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected likely to result in have a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a material tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Insite Vision Inc), Subscription Agreement (Insite Vision Inc), Subscription Agreement (Insite Vision Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.; and

Appears in 3 contracts

Samples: Subscription Agreement (Tonix Pharmaceuticals Holding Corp.), Subscription Agreement (Tonix Pharmaceuticals Holding Corp.), Subscription Agreement (Tamandare Explorations Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each its Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any its Subsidiary.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Palatin Technologies Inc), Securities Purchase Agreement (Palatin Technologies Inc), Securities Purchase Agreement (Palatin Technologies Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has have paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Inspire Veterinary Partners, Inc.), Securities Purchase Agreement (Vitro Biopharma, Inc.), Securities Purchase Agreement (Neuraxis, INC)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has have paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 3 contracts

Samples: Terms Agreement, Terms Agreement (NovaBay Pharmaceuticals, Inc.), Market Offering Agreement (NovaBay Pharmaceuticals, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiaryit.

Appears in 3 contracts

Samples: Loan Agreement (Universal Property Development & Acquisition Corp), Loan Agreement (Continental Fuels, Inc.), Loan Agreement (Universal Property Development & Acquisition Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has the Subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Gulfstream International Group Inc), Securities Purchase Agreement (Technest Holdings Inc), Securities Purchase Agreement (Syzygy Entertainment LTD)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federalmaterial, state and foreign applicable income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon (and other than those being contested in good faith and for which adequate reserves have been provided), and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Amarin Corp Plc\uk), Securities Purchase Agreement (Amarin Corp Plc\uk), Amarin Corp Plc\uk

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns which are true, complete and accurate in all respects and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Vistula Communications Services Inc), Securities Purchase Agreement (Vistula Communications Services, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and to the Company has Knowledge of the Company, no knowledge of a tax deficiency exists which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (World Waste Technologies Inc), Securities Purchase Agreement (World Waste Technologies Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary, has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Purchase Agreement (Lithium Exploration Group, Inc.), Purchase Agreement (Lithium Exploration Group, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has have filed all necessary federal, state and foreign income and franchise tax returns and has have paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiarySubsidiary which has not been accrued on the Company’s consolidated financial statements described in Section 3(n).

Appears in 2 contracts

Samples: Market Offering Agreement (Neuralstem, Inc.), Market Offering Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in have a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which that has been asserted or overtly threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Star Energy Corp), Securities Purchase Agreement (Star Energy Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each the Subsidiary has have filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 2 contracts

Samples: Securities Subscription Agreement (Marshall Edwards Inc), Securities Subscription Agreement (Marshall Edwards Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company Company, the Issuer and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company and the Issuer has no knowledge of a tax deficiency which has been asserted or threatened against the Company Company, the Issuer or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Ener1 Inc), Securities Purchase Agreement (Ener1 Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a material tax deficiency which has been asserted or threatened against the Company or any SubsidiarySubsidiary and which is outstanding.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Biomira CORP), Security Agreement (Biomira Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed filed, or intends to file, all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Sionix Corp), Securities Purchase Agreement (Sionix Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any the Subsidiary.

Appears in 2 contracts

Samples: Form of Securities Purchase Agreement (GTC Biotherapeutics Inc), GTC Biotherapeutics Inc

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary of the Company has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiarySubsidiary of the Company.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Western Power & Equipment Corp), Securities Purchase Agreement (Western Power & Equipment Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon. There are no unpaid taxes in any material amount claimed to be due by the taxing authority of any jurisdiction, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Paid Inc), Securities Purchase Agreement (Paid Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon ( except to the extent that the Company has set aside on its books provisions reasonably adequate for the payment of all unpaid and unreported taxes), and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Solomon Technologies Inc), Securities Purchase Agreement (Solomon Technologies Inc)

Tax Status. Except for matters that would could not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, and except as disclosed in the SEC Reports, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Form of Stock Purchase Agreement (Far East Energy Corp), Cell Therapeutics Inc

Tax Status. Except for matters that would not, individually or in the aggregate, have have, or would reasonably be expected to result in in, a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Marathon Fund L P V), Securities Purchase Agreement (Wilsons the Leather Experts Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effectmaterial adverse effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (CSMG Technologies, Inc.), Securities Purchase Agreement (Advanced Id Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon (or received appropriate extensions of time to pay the same), and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Registration Rights Agreement (Harvey Electronics Inc), Securities Purchase Agreement (Stackpole David Andrew)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Biomoda Inc/Nm), Securities Purchase Agreement (VirnetX Holding Corp)

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Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Company Material Adverse Effect, the Company and each Subsidiary of its Subsidiaries has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued and disclosed all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiaryof its Subsidiaries.

Appears in 2 contracts

Samples: Exchange Agreement (Tower Semiconductor LTD), Purchase Agreement (Tower Semiconductor LTD)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Barfresh Food Group Inc.), Securities Purchase Agreement (Barfresh Food Group Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which that has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Ix Energy Holdings, Inc.), Genvec Inc

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiarySubsidiary in the last year.

Appears in 2 contracts

Samples: Securities Purchase And (Psq, LLC), Security Purchase and Tender Offer Agreement (General Employment Enterprises Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, and except as disclosed in the SEC Reports, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Cell Therapeutics Inc

Tax Status. Except for matters that would nothave not had and could not reasonably be expected to have, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Lenco Mobile Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any the Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Payment Technologies Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in have a Material Adverse Effect, (i) the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, thereon and (ii) the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.. 3.20

Appears in 1 contract

Samples: Securities Purchase Agreement

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, or as disclosed on Schedule 3.1(bb), the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sionix Corp)

Tax Status. Except for matters that would not, individually or in ---------- the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cytogen Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Company Material Adverse Effect, the Company and each Subsidiary of its Subsidiaries has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiaryof its Subsidiaries.

Appears in 1 contract

Samples: Exchange Agreement (Jazz Technologies, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state state, local and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Searchlight Minerals Corp.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income Securities Purchase Agreement, Lpath, _______ 2008 and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Lehman Brothers Holdings Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon except for any such amounts that is currently being contested in good faith, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Authentidate Holding Corp

Tax Status. Except for matters such instances, if any, that would could not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cambridge Heart Inc)

Tax Status. Except for matters that would not, individually ----------- or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (UC Hub Group Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or not and could not reasonably be expected to result in a Material Adverse Effect, individually or in the aggregate, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened in writing against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nutracea)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Company Material Adverse Effect, the Company and each the Subsidiary has have filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Services Acquisition Corp. International)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.. Has a return been filed?

Appears in 1 contract

Samples: Securities Purchase Agreement (Technoconcepts, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise required tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary, other than as disclosed in the Report or a Filing subsequent thereto.

Appears in 1 contract

Samples: Securities Purchase Agreement (BlueNRGY Group LTD)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary, other than potential deficiencies arising in the course of regular, periodic audits by federal and state tax authorities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Akeena Solar, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns required to be filed by it and has paid paid, accrued or accrued reserved all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (PDG Environmental Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state state, provincial, and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Dejour Enterprises LTD

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened in writing against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nutracea)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon (except for those contested in good faith), and the Company has have no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Jupiter Neurosciences, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, and except as set forth in the Disclosure Schedules, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge Knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Exchange Agreement (Retail Pro, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federalmaterial, state and foreign applicable income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon (and other than those being contested in good faith and for which adequate reserves have been provided), and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.. (z)

Appears in 1 contract

Samples: Debt   Securities Purchase Agreement

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary, in each case, except taxes being contested in good faith where an appropriate reserve has been established.

Appears in 1 contract

Samples: Securities Purchase Agreement (VIASPACE Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has have filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (MCF Corp)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge Knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 1 contract

Samples: Securities Purchase Agreement (Neuralstem, Inc.)

Tax Status. Except for matters that would could not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon through the date hereof, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Immunogen Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary United States federal, and state income and all foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryCompany.

Appears in 1 contract

Samples: Market Offering Agreement (Trinity Place Holdings Inc.)

Tax Status. Except for matters that would could not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse EffectEffect and except as disclosed in the SEC Reports and except for the VAT Disclosure, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cell Therapeutics Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has have filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which that has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (China Clean Energy Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has Operating Entity have filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any SubsidiaryOperating Entity.

Appears in 1 contract

Samples: Securities Purchase Agreement (China TransInfo Technology Corp.)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, federal and state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a material tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Avantair, Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereonthereon (or created reasonable reserves), and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Surge Global Energy, Inc.)

Tax Status. Except for matters that would not, individually or in the aggregate, have result or could not reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pro Pharmaceuticals Inc)

Tax Status. Except for matters that would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, the Company and each Subsidiary has filed all necessary provincial, federal, state and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon, and the Company has no knowledge of a tax deficiency which has been asserted or threatened against the Company or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (PreMD Inc.)

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