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. Seller has delivered or made available to Buyer copies of, and Schedule 3.11(b) contains a complete and accurate list of, all Tax Returns filed since December 31, 1999. The federal and state income or franchise Tax Returns of Seller have been audited by the IRS or relevant state tax authorities or are closed by the applicable statute of limitations for all taxable years through December 31, 1998. Schedule 3.11(b) contains a complete and accurate list of all Tax Returns of Seller that have been audited or are currently under audit and accurately describes any material deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Seller, no material 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 3.11(b). 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 3.11(b), Seller 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 Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Seller has Actual Knowledge. Schedule 3.11(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.11(b), 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 of Seller or for which Seller may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Seller has delivered or made available to Buyer copies of, and Schedule 3.11(bPart 3.13(b) contains a complete and accurate list of, all Tax Returns filed since December 31January 1, 19992004. The federal and state income or franchise Tax Returns of Seller have been audited by the IRS or relevant state tax Tax authorities or are closed by the applicable statute of limitations for all taxable years through December 31January 1, 19982004. Schedule 3.11(bPart 3.13(b) contains a complete and accurate list of all Tax Returns of Seller that have been audited or are currently under audit and accurately describes describe any material deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Seller, no material 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 3.11(bPart 3.13(b). 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 3.11(bPart 3.13(b), Seller 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 Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Seller has Actual Knowledge. Schedule 3.11(bPart 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 3.11(bPart 3.13(b), 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 of Seller or for which Seller may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Seller has delivered or made available to Buyer copies of, and Schedule 3.11(bPart 3.14(b) contains a complete and accurate list of, all Tax Returns filed since December 31, 199919/20 . The federal and state income or franchise Tax Returns of Seller have been audited by the IRS or relevant state tax authorities or are closed by the applicable statute of limitations for all taxable years through December 31, 199820 . Schedule 3.11(bPart 3.14(b) contains a complete and accurate list of all Tax Returns of Seller that have been audited or are currently under audit and accurately describes describe any material deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Seller, no material 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 3.11(bPart 3.14(b). 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 3.11(bPart 3.14(b), 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 Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Seller has Actual Knowledge. Schedule 3.11(bPart 3.14(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in Schedule 3.11(bPart 3.14(b), 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 of Seller or for which Seller may be liable.

Delivery of Tax Returns and Information Regarding Audits and Potential Audits. Seller has delivered or made available to Buyer copies of, and Schedule 3.11(b3.14(b) contains a complete and accurate list of, all Tax Returns filed since December 31January 1, 19991998. The federal and state income or franchise Tax Returns of Seller have been audited by the IRS or relevant state tax authorities or are closed by the applicable statute of limitations for all taxable years through December 31, 19981997. Schedule 3.11(b3.14(b) contains a complete and accurate list of all Tax Returns of Seller that have been audited or are currently under audit and accurately describes any material deficiencies or other amounts that were paid or are currently being contested. To the Knowledge of Seller, no undisclosed material 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 on Schedule 3.11(b3.14(b). 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 on Schedule 3.11(b3.14(b), Seller has no Knowledge that any Governmental Body is likely to assess any material additional Taxes taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any material Taxes of Seller either (i) claimed or raised by any Governmental Body in writing or (ii) as to which Seller has Actual Knowledge. Schedule 3.11(b3.14(b) contains a list of all Tax Returns for which the applicable statute of limitations has not run. Except as described in on Schedule 3.11(b3.14(b), 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 of Seller or for which Seller may be liable.