Common use of Compliance Generally Clause in Contracts

Compliance Generally. Where required by law, the Company has (A) duly and timely filed all Tax Returns required to be filed on or prior to the Closing Date, which Tax Returns are true, correct and complete in all material respects, and (B) duly and timely paid all Taxes due and payable in respect of all periods up to and including the date which includes the Closing Date or has made adequate provision in its books and records and the Audited Financial Statements in accordance with GAAP for any such Tax which is not due on or before such time. Prior to the Closing Date, the Company shall provide the Purchaser with a schedule, which sets forth each Taxing jurisdiction in which the Company or Subsidiaries have filed or are required to file Tax Returns and whether the Company or Subsidiaries have filed consolidated, combined, unitary or separate income or franchise Tax Returns with respect to each such jurisdiction, and a copy of such Tax Returns as shall have been requested by the Purchaser. Any Tax Returns of the Company filed subsequent hereto and on or prior to the Closing Date were or will be consistent with the Tax Returns furnished to the Purchaser and did not and will not make, amend or terminate any election with respect to any Tax or change any accounting method, practice or procedure. The Company and each Subsidiaries have complied with all applicable Law relating to the reporting, payment, collection and withholding of Taxes and has duly and timely withheld or collected, paid over and reported all Taxes required to be withheld or collected on or before the date hereof.

Compliance Generally. Where required by law, the Company Seller has (A) duly and timely filed all Tax Returns required to be filed on or prior to the Closing Date, which Tax Returns are true, correct and complete in all material respects, and (B) duly and timely paid all Taxes due and payable in respect of all periods up to and including the date which includes the Closing Date or has made adequate provision in its books and records and the Audited Unaudited Financial Statements in accordance with GAAP for any such Tax which is not due on or before such time. Prior to the Closing Date, the Company Seller shall provide the Purchaser BORQS with a schedule, which sets forth each Taxing jurisdiction in which the Company Seller or Subsidiaries have filed or are required to file Tax Returns and whether the Company Seller or Subsidiaries have filed consolidated, combined, unitary or separate income or franchise Tax Returns with respect to each such jurisdiction, and a copy of such Tax Returns as shall have been requested by the PurchaserBORQS. Any Tax Returns of the Company Seller filed subsequent hereto and on or prior to the Closing Date were or will be consistent with the Tax Returns furnished to the Purchaser BORQS and did not and will not make, amend or terminate any election with respect to any Tax or change any accounting method, practice or procedure. The Company Seller and each Subsidiaries have complied with all applicable Law relating to the reporting, payment, collection and withholding of Taxes and has duly and timely withheld or collected, paid over and reported all Taxes required to be withheld or collected on or before the date hereof.

Compliance Generally. Where required by lawLaws, the Company has DIGITAL HKco and its Subsidiaries have (A) duly and timely filed all Tax Returns required to be filed after December 31, 2008 and on or prior to the Closing Date, which Tax Returns are true, correct and complete in all material xix respects, and (B) duly and timely paid all Taxes due and payable in respect of all periods after December 31, 2008 and up to and including the date which includes the Closing Date or has made adequate provision in its books and records and the Audited Financial Statements in accordance with US GAAP for any such Tax which is not due on or before such time. Prior to the Closing Date, the Company DIGITAL HKco and its Subsidiaries shall provide the Purchaser COMPANY with a schedule, which sets forth each Taxing jurisdiction in which the Company DIGITAL HKco or its Subsidiaries have filed or are required to file Tax Returns and whether the Company DIGITAL HKco or its Subsidiaries have filed consolidated, combined, unitary or separate income or franchise Tax Returns with respect to each such jurisdiction, and a copy of such Tax Returns as shall have been requested by the PurchaserCOMPANY. Any Tax Returns of the Company DIGITAL HKco and its Subsidiaries filed subsequent hereto and on or prior to the Closing Date were or will be consistent with the Tax Returns furnished to the Purchaser COMPANY and did not and will not make, amend or terminate any election with respect to any Tax or change any accounting method, practice or procedure. The Company Since December 31, 2008, DIGITAL HKco and each of its Subsidiaries have complied in all material respects with all applicable Law relating to the reporting, payment, collection and withholding of Taxes and has duly and timely withheld or collected, paid over and reported all Taxes required to be withheld or collected on or before the date hereof.

Compliance Generally. Where required by lawLaws, the Company has and its Subsidiaries have (A) duly and timely filed all Tax Returns required to be filed after December 31, 2008 and on or prior to the Closing Date, which Tax Returns are true, correct and complete in all material respects, and (B) duly and timely paid all Taxes due and payable in respect of all periods after December 31, 2008 and up to and including the date which includes the Closing Date or has made adequate provision in its books and records and the Audited Financial Statements in accordance with US GAAP for any such Tax which is not due on or before such time. Prior to the Closing Date, the Company and its Subsidiaries shall provide the Purchaser FAB Parties with a xxix schedule), which sets forth each Taxing jurisdiction in which the Company or its Subsidiaries have filed or are required to file Tax Returns and whether the Company or its Subsidiaries have filed consolidated, combined, unitary or separate income or franchise Tax Returns with respect to each such jurisdiction, and a copy of such Tax Returns as shall have been requested by the PurchaserFAB Parties. Any Tax Returns of the Company and its Subsidiaries filed subsequent hereto and on or prior to the Closing Date were or will be consistent with the Tax Returns furnished to the Purchaser FAB Parties and did not and will not make, amend or terminate any election with respect to any Tax or change any accounting method, practice or procedure. The Since December 31, 2008, the Company and each Subsidiaries have complied in all material respects with all applicable Law relating to the reporting, payment, collection and withholding of Taxes and has duly and timely withheld or collected, paid over and reported all Taxes required to be withheld or collected on or before the date hereof.

Compliance Generally. Where required by applicable law, the Company HHE has (A) duly and timely filed all Tax Returns required to be filed on or prior to the Closing Date, which Tax Returns are true, correct and complete in all material respects, and (B) duly and timely paid all Taxes due and payable in respect of all periods up to and including the date which includes the Closing Date or has made adequate provision in its books and records and the Audited Financial Statements in accordance with GAAP for any such Tax which is not due on or before such time. Prior to the Closing Date, the Company shall provide the Purchaser with a schedule, which Schedule 2.10(a) attached hereto sets forth each Taxing taxing jurisdiction in which the Company or Subsidiaries have HHE has filed or are is required to file Tax Returns and whether the Company or Subsidiaries have HHE has filed consolidated, combined, unitary or separate income or franchise Tax Returns with respect to each such jurisdiction, and a copy of such Tax Returns as shall have been requested by the PurchaserBORQS. Any Tax Returns of the Company HHE filed subsequent hereto and on or prior to the Closing Date were or will be consistent with the Tax Returns furnished to the Purchaser BORQS and did not and will not make, amend or terminate any election with respect to any Tax or change any accounting method, practice or procedure. The Company and each Subsidiaries have HHE has complied with all applicable Law relating to the reporting, payment, collection and withholding of Taxes and has duly and timely withheld or collected, paid over and reported all Taxes required to be withheld or collected on or before the date hereofClosing Date.

Compliance Generally. Where required by applicable law, the Company each of KADI SH and KADI HK has (A) duly and timely filed all Tax Returns tax returns required to be filed on or prior to the Closing Date, which Tax Returns tax returns are true, correct and complete in all material respects, and (B) duly and timely paid all Taxes taxes due and payable in respect of all periods up to and including the date which includes the Closing Date or has made adequate provision in its books and records and the Audited Financial Statements in accordance with GAAP for any such Tax tax which is not due on or before such time. Prior to the Closing Date, the Company shall provide the Purchaser KADI has provided BORQS with a schedule, which sets forth each Taxing taxing jurisdiction in which the Company or Subsidiaries have KADI SH and KADI HK has filed or are is required to file Tax Returns tax returns and whether the Company KADI SH or Subsidiaries have KADI HK has filed consolidated, combined, unitary or separate income or franchise Tax Returns tax returns with respect to each such jurisdiction, and a copy of such Tax Returns tax returns as shall have been requested by the PurchaserBORQS. Any Tax Returns tax returns of the Company KADI filed subsequent hereto and on or prior to the Closing Date were or will be consistent with the Tax Returns tax returns furnished to the Purchaser BORQS and did not and will not make, amend or terminate any election with respect to any Tax tax or change any accounting method, practice or procedure. The Company KADI SH and each Subsidiaries KADI HK have complied with all applicable Law law relating to the reporting, payment, collection and withholding of Taxes taxes and has duly and timely withheld or collected, paid over and reported all Taxes taxes required to be withheld or collected on or before the date hereofClosing Date.

Compliance Generally. Where required by law, the Company has (A) duly and timely filed all Tax Returns required to be filed on or prior to the Closing Date, which Tax Returns are true, correct and complete in all material respects, and (B) duly and timely paid all Taxes due and payable in respect of all periods up to and including the date which includes the Closing Date or has made adequate provision in its books and records and the Audited Unaudited Financial Statements in accordance with GAAP for any such Tax which is not due on or before such time. Prior to the Closing Date, the Company shall provide the Purchaser with a schedule, which sets forth each Taxing jurisdiction in which the Company or Subsidiaries have filed or are required to file Tax Returns and whether the Company or Subsidiaries have filed consolidated, combined, unitary or separate income or franchise Tax Returns with respect to each such jurisdiction, and a copy of such Tax Returns as shall have been requested by the Purchaser. Any Tax Returns of the Company filed subsequent hereto and on or prior to the Closing Date were or will be consistent with the Tax Returns furnished to the Purchaser and did not and will not make, amend or terminate any election with respect to any Tax or change any accounting method, practice or procedure. The Company and each Subsidiaries have complied with all applicable Law relating to the reporting, payment, collection and withholding of Taxes and has duly and timely withheld or collected, paid over and reported all Taxes required to be withheld or collected on or before the date hereof.