Common use of Accounting Methods; Income Tax Elections Clause in Contracts

Accounting Methods; Income Tax Elections. Except as disclosed in the Reports filed prior to the date of this Agreement and in Section 4.1(j) of the Company Disclosure Schedule, or as required by a Governmental Entity or a change in GAAP as concurred in by the Company's independent auditors, the Company shall not change its methods of accounting in effect at September 27, 1998. The Company shall not, without the prior approval of Parent (which approval shall not be unreasonably withheld or delayed), (i) change its fiscal year, or (ii) make any material tax election or settle or compromise any federal, state, local or foreign tax liability, other than in the ordinary course of business consistent with past practice.

Appears in 1 contract

Samples: Merger Agreement (Rock Bottom Restaurants Inc)

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Accounting Methods; Income Tax Elections. Except as disclosed in the Reports filed prior to the date of this Agreement and in Section 4.1(j) of the Company Disclosure Schedule, or as required by a Governmental Entity or a change in GAAP as concurred in by the Company's ’s independent auditors, the Company shall not change its methods of accounting in effect at September 27, 1998as of the date hereof. The Company shall not, without the prior approval of Parent Acquirer (which approval shall not be unreasonably withheld or delayed), (i) change its fiscal year, or (ii) make any material tax election or settle or compromise any federal, state, local or foreign tax liability, other than in the ordinary course of business consistent with past practice.

Appears in 1 contract

Samples: Merger Agreement (Jack Miller Family Limited Partnership 1)

Accounting Methods; Income Tax Elections. Except as disclosed in the Reports filed prior to the date of this Agreement and in Section 4.1(j) of the Company Disclosure Schedule, or as required by a Governmental Entity Authority or a change in GAAP as concurred in by the Company's independent auditors, the Company shall not change its methods of accounting in effect at September 27December 26, 19982000. The Company shall not, without the prior approval of Parent Mergeco (which approval shall not be unreasonably withheld or delayed), (i) change its fiscal year, or (ii) make any material tax election or settle or compromise any federal, state, local or foreign tax liability, other than in the ordinary course of business consistent with past practicepractice of the Company.

Appears in 1 contract

Samples: Merger Agreement (NPC International Inc)

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Accounting Methods; Income Tax Elections. Except as disclosed in the Reports filed prior to the date of this Agreement and in Section 4.1(j) of the Company Disclosure Schedule, or as required by a Governmental Entity or a change in GAAP as concurred in by the Company's independent auditors, the Company shall not change its methods of accounting in effect at September 27, 1998as of the date hereof. The Company shall not, without the prior approval of Parent Acquirer (which approval shall not be unreasonably withheld or delayed), (i) change its fiscal year, or (ii) make any material tax election or settle or compromise any federal, state, local or foreign tax liability, other than in the ordinary course of business consistent with past practice.

Appears in 1 contract

Samples: Merger Agreement (Successories Inc)

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