Common use of Amended Tax Returns Clause in Contracts

Amended Tax Returns. Buyer shall not, and shall not permit its Affiliates (including the Acquired Companies) to, amend any Tax Return of any Acquired Company for any Pre-Effective Time Tax Period or Straddle Period without the prior written consent of Seller, such consent not to be unreasonably withheld, delayed or conditioned.

Appears in 2 contracts

Samples: Equity Purchase Agreement, Equity Purchase Agreement (Sandridge Energy Inc)

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Amended Tax Returns. Buyer Unless otherwise required by Law, Purchaser shall notnot amend, and shall not permit any of its Affiliates (including the Acquired Companies) toto amend, amend any Tax Return of any Acquired Company for any pertaining to a Pre-Effective Time Closing Tax Period or Straddle Period without the prior written consent of Seller, such consent not to be unreasonably withheld, delayed or conditionedthe Shareholders.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Automotive Finance Corp), Stock Purchase Agreement (Automotive Finance Corp)

Amended Tax Returns. Buyer Purchaser shall not, not (and Purchaser shall not permit its Affiliates (including the any Acquired CompaniesCompany to) to, amend any a Tax Return of any of the Acquired Company for Companies with respect to a taxable period beginning before the Closing Date, or file or amend any Pre-Effective Time Tax Period or Straddle Period election with respect to any of the Acquired Companies with respect to a taxable period beginning before the Closing Date, in each case without the prior written consent of Seller, such the Sellers’ Representative (which consent may not to be unreasonably withheld, delayed conditioned or conditioneddelayed).

Appears in 2 contracts

Samples: Stock and Membership Interest Purchase Agreement, Stock and Membership Interest Purchase Agreement (Cott Corp /Cn/)

Amended Tax Returns. Notwithstanding any other provision in this Agreement, Buyer shall not, and shall not cause or permit any of its Affiliates (including or the Acquired Companies) Company or any of the Company’s Affiliates to, (a) amend any Tax Return of any Acquired the Company for any that covers a Pre-Effective Time Closing Tax Period or Straddle Period or (b) make any Tax election with respect to the Company that has retroactive effect to any Pre-Closing Tax Period or Straddle Period, in each case without the prior written consent of Sellerthe Shareholders’ Representative, such which consent shall not to be unreasonably withheld, delayed conditioned or conditioneddelayed.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Flowers Foods Inc), Stock Purchase Agreement (Flowers Foods Inc)

Amended Tax Returns. Buyer shall not, and shall not cause or permit any of its Affiliates (including Affiliates, the Company, or the Acquired CompaniesSubsidiary to (i) to, amend any Tax Return of the Company or the Acquired Subsidiary that covers a Pre-Closing Tax Period or (ii) make any Acquired Company for Tax election that has retroactive effect to any Pre-Effective Time Closing Tax Period or Straddle Period Period, in each case without the prior written consent of Seller, such which consent shall not to be unreasonably withheld, delayed conditioned or conditioneddelayed.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Par Petroleum Corp/Co), Environmental Agreement (Tesoro Corp /New/)

Amended Tax Returns. Buyer shall not, and shall not cause or permit its Affiliates (including the Acquired Companies) to, Company or any Affiliate of Buyer to amend any Tax Return of any Acquired or with respect to the Company for any Pre-Effective Time Tax Period or Straddle Period that relates to Taxes that are subject to indemnification by the Sellers hereunder without the prior written consent of Seller, such Sellers’ Representative (which consent shall not to be unreasonably withheld, delayed conditioned or conditioneddelayed); provided, however, that no such consent shall be required for the filing of any Tax Return or an amendment of any Tax Return of the Company that is required by applicable Tax Law.

Appears in 1 contract

Samples: Unit Purchase Agreement (Invitae Corp)

Amended Tax Returns. Buyer shall notnot amend, and shall not permit any of its Affiliates (including the Acquired Companies) toto amend, amend any Tax Return of any Acquired the Company for any pertaining to a Pre-Effective Time Tax Period or Straddle Closing Period without the prior written consent of Seller, such consent not to be unreasonably withheld, delayed or conditioned.

Appears in 1 contract

Samples: Stock Purchase Agreement (Union Street Acquisition Corp.)

Amended Tax Returns. Buyer shall notnot amend, and shall not permit its Affiliates (including the Acquired Companies) to, amend modify or otherwise change any Tax Return Returns of any Acquired Company for the Companies relating to any Pre-Effective Time Closing Tax Period or Straddle Period without the prior written consent of Sellerthe Sellers’ Representative, such which written consent shall not to be unreasonably withheld, delayed withheld or conditioneddelayed.

Appears in 1 contract

Samples: Equity Purchase Agreement (Thoratec Corp)

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Amended Tax Returns. Buyer shall not, and shall not cause or permit its Affiliates (including the Acquired Companies) to, Company or any Affiliate of Buyer to amend any Tax Return of any Acquired or with respect to the Company for any Pre-Effective Time Tax Period or Straddle Period that relates to Taxes that are subject to indemnification by Seller hereunder without the prior written consent of Seller, such Seller (which consent shall not to be unreasonably withheld, delayed conditioned or conditioneddelayed); provided, however, that no such consent shall be required for the filing of any Tax Return or an amendment of any Tax Return of the Company that is required by applicable Tax Law.

Appears in 1 contract

Samples: Share Purchase Agreement (Invitae Corp)

Amended Tax Returns. Except to the extent required under applicable Law, Buyer shall not, and shall not permit its Affiliates (including the Acquired Companies) to, amend any Tax Return of any Acquired Company for any Pre-Effective Time Closing Periods with respect to the Companies that affects the Tax Period or Straddle Period liability of the Sellers without the prior written consent of SellerSellers, such which consent shall not to be unreasonably withheld, delayed withheld or conditioneddelayed.

Appears in 1 contract

Samples: Stock Purchase Agreement (Middleby Corp)

Amended Tax Returns. Buyer shall notExcept as required by applicable Law, and shall not permit its Affiliates (including the Acquired Companies) to, amend any Tax Return of any Acquired Company for any Pre-Effective Time Tax Period or Straddle Period without the prior written consent of the Seller, such which consent shall not to be unreasonably withheldconditioned, delayed withheld or conditioneddelayed, Buyer shall not amend any Tax Returns of the Company for a Pre-Closing Tax Period.

Appears in 1 contract

Samples: Equity Purchase Agreement (Amedisys Inc)

Amended Tax Returns. The Buyer shall not, and nor shall not it permit or cause any of its Affiliates (including Affiliates, the Acquired Companies) Company, or any of the Subsidiaries to, amend amend, file, refile, revoke or otherwise modify any Tax Return or Tax election of the Company or any Acquired Company for any Pre-Effective Time of the Subsidiaries with respect to Tax Period or Straddle Period periods that begin prior to the Closing Date without the prior written consent of the Seller, such which consent shall not to be unreasonably withheld, delayed conditioned or conditioneddelayed.

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Schweitzer Mauduit International Inc)

Amended Tax Returns. Buyer On or after the Closing Date, the Purchaser shall not, not (and shall not permit cause any of its Affiliates (Affiliates, including for the Acquired Companiesavoidance of doubt, the Group Companies to) toamend, amend refile or otherwise modify any Tax Return Returns of any Acquired Company the Group Companies for any Pre-Effective Time Tax Period Closing Taxable Periods or Straddle Period Periods (a “Pre-Closing Tax Return Amendment”), without the prior written consent of the Seller, such consent not to be unreasonably withheld, delayed conditioned or conditioneddelayed.

Appears in 1 contract

Samples: Share Purchase Agreement (Cott Corp /Cn/)

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