Common use of Pre-Closing Taxes Clause in Contracts

Pre-Closing Taxes. For purposes of this Agreement, "Pre-Closing Taxes" shall mean, except to the extent included in the determination of Adjusted Net Assets, (a) all liability for Taxes of the Company for Pre-Closing Tax Periods; (b) all liability for Taxes described in Section 6.1; (c) all liability attributable to any misrepresentation or breach of warranty made by the Seller in Section 3.23 of this Agreement; (d) all liability for Taxes attributable to any failure to comply with any of the covenants or agreements of the Seller or the Company under this Agreement; and (e) all liability for Taxes of any other person pursuant to any contractual agreement entered into on or before the Closing Date;

Pre-Closing Taxes. For purposes of this Agreement, "Pre-Closing Taxes" shall mean, except to the extent included in the determination of Adjusted Net Assets, (a) all liability for Taxes of the Company for Pre-Closing Tax Periods; (b) all liability for real estate transfer Taxes described in Section 6.1or real estate gains Taxes arising as a result of the transfer of the Stock under this Agreement; (c) all liability attributable to any misrepresentation or breach of warranty made by the Seller any Foamex in Section 3.23 4.21 of this Agreement; (d) all liability for Taxes attributable to any failure to comply with any of the covenants or agreements of the Seller Foamex or the Company under this Agreement; and (e) all liability for Taxes of any other person pursuant to any contractual agreement entered into on or before the Closing Date;.

Pre-Closing Taxes. For purposes of this Agreement, "Pre-Closing Taxes" shall mean, except to the extent included in the determination of Adjusted Net Assets, (a) all liability for Taxes of the Company for Pre-tax periods ending prior to the Closing Tax PeriodsDate; (b) all liability for Taxes described in Section 6.1; (c) all liability attributable to any misrepresentation or breach of warranty made by the Seller in Section 3.23 of this Agreement; (d) all liability for Taxes attributable to any failure to comply with any of the covenants or agreements of the Seller or the Company under this Agreement; and (e) all liability for Taxes of any other person pursuant to any contractual agreement entered into on or before the Closing Date;.

Pre-Closing Taxes. For purposes of this Agreement, "Pre-Closing TaxesPRE CLOSING TAXES" shall mean, except to the extent included in the determination of Adjusted Net Assets, (a) all liability for Taxes of the Company for Pre-tax periods ending prior to the Closing Tax PeriodsDate; (b) all liability for Taxes described in Section 6.1; (c) all liability attributable to any misrepresentation or breach of warranty made by the Seller in Section 3.23 of this Agreement; (d) all liability for Taxes attributable to any failure to comply with any of the covenants or agreements of the Seller or the Company under this Agreement; and (e) all liability for Taxes of any other person pursuant to any contractual agreement entered into on or before the Closing Date;; and

Pre-Closing Taxes. For purposes of this Agreement, "Pre-“Pre Closing Taxes" ” shall mean, except to the extent included in the determination of Adjusted Net Assets, (a) all liability for Taxes of the Company for Pre-tax periods ending prior to the Closing Tax PeriodsDate; (b) all liability for Taxes described in Section 6.1; (c) all liability attributable to any misrepresentation or breach of warranty made by the Seller in Section 3.23 of this Agreement; (d) all liability for Taxes attributable to any failure to comply with any of the covenants or agreements of the Seller or the Company under this Agreement; and (e) all liability for Taxes of any other person pursuant to any contractual agreement entered into on or before the Closing Date;; and