Common use of Audits; Claims Clause in Contracts

Audits; Claims. The Company has not received from any Governmental Body any: (i) notice indicating an intent to open an audit or other review; (ii) request for information related to Tax matters; or (iii) notice of deficiency or proposed Tax adjustment. No extension or waiver of the limitation period applicable to any Tax Returns has been granted by or requested from the Company with respect to a Tax Return that has not already been filed. No claim or Legal Proceeding is pending or threatened against the Company in respect of any Tax. There are no liens for Taxes upon any of the assets of the Company except liens for current Taxes not yet due and payable (and for which there are adequate accruals, in accordance with GAAP).

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Yelp Inc)

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Audits; Claims. The Since inception, no Company Tax Return has ever been examined or audited by any Governmental Body. Since January 1, 2009, the Company has not received from any Governmental Body any: (i) notice indicating an intent to open an audit or other review; (ii) request for information related to Tax matters; or (iii) notice of deficiency or proposed Tax adjustment. No currently outstanding extension or waiver of the limitation period applicable to any Tax Returns has been granted by or requested from the Company with respect to a Tax Return that has not already been filedCompany. No claim or Legal Proceeding is pending or threatened against the Company in respect of any Tax. There are no liens for Taxes upon any of the assets of the Company except liens for current Taxes not yet due and payable (and for which there are adequate accruals, in accordance with GAAP).

Appears in 1 contract

Samples: Merger Agreement (Veracyte, Inc.)

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Audits; Claims. No Company Return has ever been examined or audited by any Governmental Entity. The Company has not received from any Governmental Body Entity any: (i) written notice indicating an intent to open an audit or other review; (ii) request for information related to Tax matters; or (iii) notice of deficiency or proposed Tax adjustment. No extension or waiver of the limitation period applicable to any Tax Company Returns has been granted by or requested from the Company with respect to a Tax Return that has not already been filedCompany. No claim or Legal Proceeding legal proceeding is pending or threatened against the Company in respect of any Tax. There are no liens Liens for Taxes upon any of the assets of the Company except liens Liens for current Taxes not yet due and payable (and for which there are adequate accruals, in accordance with GAAP)payable.

Appears in 1 contract

Samples: Purchase Agreement (eHealth, Inc.)

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