Common use of Delivery of Tax Returns and Information Regarding Audits and Potential Audits Clause in Contracts

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company has delivered or made available to Buyer copies of, and Schedule 3.13(b) contains a complete and accurate list of, all Tax Returns filed since January 1, 2005. Schedule 3.13(b) contains a complete and accurate list of all Tax Returns of Company that have been audited or are currently under audit and accurately describes any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Company, no undisclosed deficiencies are expected to be asserted with respect to any such audit. All deficiencies proposed as a result of such audits have been paid, reserved against, settled or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b). Company has delivered, or made available to Buyer, copies of any examination reports, statements or deficiencies or similar items with respect to such audits. Except as provided in Schedule 3.13(b), Company has no Knowledge that any Governmental Body is likely to assess any additional Taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any Taxes of Company either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company has Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b), Company has not given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company or for which Company may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company Seller has delivered or made available to Buyer copies of, and Schedule 3.13(b) contains a complete and accurate list of, of all Tax Returns filed since January 1, 2005. Schedule 3.13(b3.11(b) contains a complete and accurate list of all Tax Returns of Company Seller that have been audited or are currently under audit and accurately describes any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of CompanySeller, no undisclosed deficiencies are expected to be asserted with respect to any such audit. All deficiencies proposed as a result of such audits have been paid, reserved against, settled settled, or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b3.11(b). Company Seller has delivered, or made available to Buyer, copies of any examination reports, statements statements, or deficiencies or similar items with respect to such audits. Except as {W0911334.1} provided in Schedule 3.13(b3.11(b), Company Seller has no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any Taxes of Company Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company Seller has Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b3.11(b), Company Seller has not given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company of Seller or for which Company Seller may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company The Corporation has delivered or made available to Buyer complete and accurate copies of, all federal, state, provincial, territorial, local, and Schedule 3.13(b) contains a complete and accurate list of, all foreign income Tax Returns of the Acquired Entities (other than Tax Returns for sales and use taxes) filed since January 1December 31, 20052000. Schedule 3.13(b4.17(b) contains a complete and accurate list of all pending audits and Tax Returns of Company that have been audited or are currently under audit and accurately describes disputes. Neither the Acquired Entities nor the Sellers expects any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Company, no undisclosed deficiencies are expected in the payment of Tax to be asserted with respect to any such audit. All Any such deficiencies proposed as a result of such audits have been paid, reserved against, settled or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b)faith. Company has The Sellers have delivered, or made available to Buyer, copies of any examination reports, statements or deficiencies or similar items with respect to such auditsaudits in any Acquired Entity’s possession. Except as provided in Schedule 3.13(b4.17(b), Company has the Sellers have no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There Except as provided in Schedule 4.17(b), there is no dispute or claim concerning any Taxes of Company the Acquired Entities either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company has the Sellers have Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b4.17(a), Company no Acquired Entity has not been given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company of an Acquired Entity or for which Company an Acquired Entity may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. The Company has delivered or made available to Buyer copies of, and Schedule 3.13(b4.17(b) contains a complete and accurate list copy of, all federal, state, local, and foreign income Tax Returns (other than Tax Returns for sales and use taxes) filed since January 1December 31, 20052000. Schedule 3.13(b4.17(b) contains a complete and accurate list of all audits and pending Tax Returns of disputes. Neither the Company that have been audited or are currently under audit and accurately describes nor any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Company, no Seller expects any undisclosed deficiencies are expected to be asserted with respect to any such audit. All deficiencies proposed as a result of such audits have been paid, reserved against, settled or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b)faith. Company has The Sellers have delivered, or made available to Buyer, copies of any examination reports, statements or deficiencies or similar items with respect to such audits. Except as provided in Schedule 3.13(b4.17(b), Company has the Sellers have no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There Except as provided in Schedule 4.17(b), there is no dispute or claim concerning any Taxes of the Company either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company has the Sellers have Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b4.17(a), the Company has not given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by of the Company or for which the Company may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company has delivered or The Sellers have made available to Buyer copies of, and Schedule 3.13(b) 4.17 contains a complete and accurate list copy of, all federal, state, provincial, territorial, local, and foreign income Tax Returns of the Corporations (other than Tax Returns for sales and use taxes) filed since January 1December 31, 20052000. Schedule 3.13(b) 4.17 contains a complete and accurate list of all pending audits and Tax Returns of Company that have been audited or are currently under audit and accurately describes disputes. Neither the Corporations nor any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Company, no Seller expects any undisclosed deficiencies are expected in payment of Tax to be asserted with respect to any such audit. All Any such deficiencies proposed as a result of such audits have been paid, reserved against, settled or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b)faith. Company has delivered, or The Sellers have made available to Buyer, copies of any examination reports, statements or deficiencies or similar items with respect to such auditsaudits in either Corporation’s possession. Except as provided in Schedule 3.13(b)4.17, Company has the Sellers have no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There Except as provided in Schedule 4.17, there is no dispute or claim concerning any Taxes of Company the Corporations either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company has the Sellers have Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b)4.17, Company neither Corporation has not been given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company of either Corporation or for which Company either Corporation may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company Seller has delivered or made available to Buyer copies of, and Schedule 3.13(b) contains a complete and accurate list of, of all Tax Returns for 00000 Xxxxxxxx Ltd. filed since January 1December 31, 20052004. Schedule 3.13(b) contains a complete and accurate list of all Tax Returns of Company Seller that have been audited or are currently under audit and accurately describes describe any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of CompanySeller, no undisclosed deficiencies are expected to be asserted with respect to any such audit. All deficiencies proposed as a result of such audits have been paid, reserved against, settled or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b). Company Seller has delivered, or made available to Buyer, copies of any examination reports, statements or deficiencies or similar items with respect to such audits. Except as provided in Schedule 3.13(b), Company Seller has no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any Taxes of Company Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company Seller has Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b), Company Seller has not given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company of Seller or for which Company Seller may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company has Sellers have delivered or made available to Buyer copies of, and Schedule 3.13(b) contains a complete and accurate list of, of all Tax Returns filed since January 1, 20052004. Schedule 3.13(b) contains a complete and accurate list of all Tax Returns of Company Sellers that have been audited or are currently under audit and accurately describes any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of CompanySellers, no undisclosed deficiencies are expected to be asserted with respect to any such audit. All deficiencies proposed as a result of such audits have been paid, reserved against, settled settled, or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b). Company has Sellers have delivered, or made available to Buyer, copies of any examination reports, statements statements, or deficiencies or similar items with respect to such audits. Except as provided in Schedule 3.13(b), Company has Sellers have no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any Taxes of Company any Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company any Seller has Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b), Company no Seller has not given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company of any Seller or for which Company any Seller may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company Seller has delivered or made available to Buyer copies of, and Schedule 3.13(b2.13(b) contains a complete and accurate list of, all Tax Returns filed since January 1, 20052019. Schedule 3.13(b2.13(b) contains a complete and accurate list of all Tax Returns of Company Seller that have been audited or are currently under audit and accurately describes describe any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of CompanySeller, no undisclosed deficiencies are expected to be asserted with respect to any such audit. All deficiencies proposed as a result of such audits have been paid, reserved against, settled or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b2.13(b). Company Seller has delivered, or made available to Buyer, copies of any examination reports, statements or deficiencies or similar items with respect to such audits. Except as provided in Schedule 3.13(b2.13(b), Company Seller has no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any Taxes of Company Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company Seller has Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b2.13(b), Company Seller has not given or been requested to give waivers or extensions (or is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company of Seller or for which Company Seller may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Company Seller has delivered or made available to Buyer copies of, and Schedule 3.13(b) 3.14 contains a complete and accurate list of, all Tax Returns filed since January 1December 31, 20052001. Schedule 3.13(b) 3.14 contains a complete and accurate list of all Tax Returns of Company Seller that have been audited or are currently under audit and accurately describes any deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of CompanySeller, no undisclosed deficiencies are expected to be asserted with respect to any such audit. All deficiencies proposed as a result of such audits have been paid, reserved against, settled or are being contested in good faith by appropriate proceedings as described in Schedule 3.13(b)3.14. Company Seller has delivered, or made available to Buyer, copies of any examination reports, statements or deficiencies or similar items with respect to such audits. Except as provided in Schedule 3.13(b)3.14, Company Seller has no Knowledge that any Governmental Body is likely to assess any additional Taxes taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any Taxes of Company Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Company Seller has Knowledge. Schedule 3.13(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.13(b)3.14, Company Seller has not given or been requested to give waivers or extensions (or or, to Seller’s Knowledge, is or would be subject to a waiver or extension given by any other Person) of any statute of limitations relating to the payment of Taxes by Company or for which Company may be liableof Seller.