Amended Tax Returns; Tax Elections. Buyer shall not, without Seller’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed) cause or permit the Company or any of its Subsidiaries to (i) amend any Tax Return that relates in whole or in part to any Pre-Closing Tax Period or (ii) make any election that has retroactive effect to any Pre-Closing Tax Period.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Thermon Holding Corp.)
Amended Tax Returns; Tax Elections. Buyer shall will not, without Seller’s the Representative's prior written consent (which consent shall not may be unreasonably withheld, conditioned or delayeddelayed in the Representative's sole discretion) cause or permit the Blocker, the Company or any of its Subsidiaries to (i) amend any Tax Return that relates in whole or in part to any Pre-Closing Tax Period Period, or (ii) make any election that has retroactive effect to any Pre-Closing Tax Period.
Appears in 1 contract
Samples: Equity Purchase Agreement (ClubCorp Holdings, Inc.)
Amended Tax Returns; Tax Elections. Buyer shall will not, without Seller’s prior written consent (which consent shall may not be unreasonably withheld, conditioned or delayed) cause or permit the Company or any of its Subsidiaries to (i) amend any Tax Return that relates in whole or in part to any Pre-Closing Tax Period or (ii) make any election that has retroactive effect to any Pre-Closing Tax Period, except to the extent Buyer determines that any such amendment or election is required by applicable law.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Smart Sand, Inc.)