Common use of Notification of Tax Proceedings Clause in Contracts

Notification of Tax Proceedings. Between the date hereof and the Closing Date, to the extent Seller has knowledge of the commencement or scheduling of any Tax audit, the assessment of any Tax, the issuance of any notice of Tax due or any xxxx for collection of any Tax due for Taxes, or the commencement or scheduling of any other administrative or judicial proceeding with respect to the determination, assessment or collection of any Tax of Company, Seller shall provide prompt notice to Buyer of such matter, setting forth information (to the extent known) describing any asserted Tax liability in reasonable detail and including copies of any notice or other documentation received from the applicable Tax authority with respect to such matter.

Appears in 1 contract

Samples: Stock Purchase Agreement (Astea International Inc)

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Notification of Tax Proceedings. Between the date hereof of this Agreement and the Closing Date, to the extent Seller has knowledge that the Company or a Member receives notice of the commencement or scheduling of any Tax audit, the assessment of any Tax, the issuance of any notice of Tax due or any xxxx for collection of any Tax due for Taxes, or the commencement or scheduling of any other administrative or judicial proceeding with respect to the determination, assessment assessment, or collection of any Tax of Companythe Company or any Company Subsidiary, Seller the Company or such Member shall provide prompt notice to Buyer Parent of such matter, setting forth information (to the extent known) describing any asserted Tax liability in reasonable detail and including copies of any notice or other documentation received from or submitted to the applicable Tax authority Authority with respect to such matter.

Appears in 1 contract

Samples: Merger Agreement (Bimini Mortgage Management Inc)

Notification of Tax Proceedings. Between the date hereof and the Closing Date, to the extent Seller Shareholders or Company has knowledge of the commencement or scheduling of any Tax audit, the assessment of any Tax, the issuance of any notice of Tax due or any xxxx for collection of any Tax due for Taxes, or the commencement or scheduling of any other administrative or judicial proceeding with respect to the determination, assessment or collection of any Tax of Company, Seller Shareholders shall provide prompt notice to Buyer of such matter, setting forth information (to the extent known) describing any asserted Tax liability in reasonable detail and including copies of any notice or other documentation received from the applicable Tax authority with respect to such matter.

Appears in 1 contract

Samples: Asset Purchase Agreement (Flow International Corp)

Notification of Tax Proceedings. Between the date hereof and the Closing DateClosing, to the extent any Seller has knowledge of the commencement or scheduling of any Tax audit, the assessment of any Tax, the issuance of any notice of Tax due or any xxxx for bill xxx collection of any Tax due for Taxes, or the commencement or scheduling of any other administrative or judicial proceeding with respect to the determination, assessment or collection of any Tax of Companyany Company or Included Entity, Seller Sellers shall provide prompt notice to Buyer Purchaser of such matter, setting forth information (to the extent known) describing any asserted Tax liability in reasonable detail and including copies of any notice or other documentation received from the applicable Tax authority with respect to such matter.

Appears in 1 contract

Samples: Equity Purchase Agreement (Federal Mogul Corp)

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Notification of Tax Proceedings. Between the date hereof and the Closing DateClosing, to the extent Seller has the Stockholders have knowledge of the commencement or scheduling of any Tax audit, the assessment of any Tax, the issuance of any notice of Tax Taxes due or any xxxx for bill xxx collection of any Tax due for TaxesTaxes due, or the commencement or scheduling of any other administrative or judicial proceeding with respect to the determination, assessment or collection of any Tax Taxes of Companythe Company or any Subsidiary, Seller the Stockholders shall provide prompt notice to Buyer of such matter, setting forth information (to the extent known) describing any asserted Tax liability in reasonable detail and including copies of any notice or other documentation received from the applicable Tax authority Taxing Authority with respect to such matter.

Appears in 1 contract

Samples: Recapitalization Agreement (Knowles Electronics LLC)

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