Accounting Methods; Income Tax Elections. Except as disclosed in ---------------------------------------- Company SEC Reports filed before the date of this Agreement, or as required by a Governmental Entity, the Company shall not change its methods of accounting in effect at December 31, 1997, except as required by changes in GAAP as concurred in by the Company's independent auditors. The Company shall not (i) change its fiscal year or (ii) make any material tax election, other than in the ordinary course of business consistent with past practice, without consultation with Parent.
Appears in 3 contracts
Samples: Merger Agreement (Triangle Pacific Corp), Merger Agreement (Armstrong World Industries Inc), Agreement and Plan of Merger (Armstrong World Industries Inc)
Accounting Methods; Income Tax Elections. Except as disclosed in ---------------------------------------- Company SEC Reports filed before the date of this Agreement, or as required by a Governmental Entity, the Company shall not change its methods of accounting in effect at December 31, 1997, except as required by changes in GAAP as concurred in by the Company's independent auditors. The Company shall not (i) change its fiscal year or (ii) make any material tax election, other than in the ordinary course of business consistent with past practice, without consultation with Parent.
Appears in 2 contracts
Samples: Merger Agreement (Kaynar Technologies Inc), Merger Agreement (Fairchild Corp)
Accounting Methods; Income Tax Elections. Except as disclosed in ---------------------------------------- the Company SEC Reports filed before prior to the date of this Agreement, or as required by a Governmental Entity, the Company shall not change its methods of accounting in effect at December March 31, 19972002, except as required by changes in GAAP as concurred in by the Company's independent auditorspublic accountants. The Company shall not (i) change its fiscal year or (ii) make or change any material tax election, other than in the ordinary course of business consistent with past practicesettle or compromise any material tax liability or claim for refund, without consultation with the prior written consent of Parent.
Appears in 2 contracts
Samples: Merger Agreement (Pfizer Inc), Merger Agreement (Pharmacia Corp /De/)
Accounting Methods; Income Tax Elections. Except as disclosed in ---------------------------------------- Company SEC Reports filed before the date of this Agreement, or as required by a Governmental Entity, the Company shall not change its methods of accounting in effect at December 31, 1997, except as required by changes in GAAP as concurred in by the Company's independent auditors. The Company shall not (i) change its fiscal year or (ii) make any material tax election, other than in the ordinary course of business consistent with past practice, without consultation with Parent.
Appears in 1 contract
