Reserves for Taxes. The unpaid Taxes of each Subsidiary attributable to the Pre-Closing Tax Period will not, as of the Closing Date, exceed the reserve for Tax liability (rather than any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth in the Pro Forma Unaudited Balance Sheet in accordance with GAAP.
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Samples: Purchase and Sale Agreement (OFS Energy Services, LLC), Purchase and Sale Agreement (Key Energy Services Inc), Purchase and Sale Agreement (Key Energy Services Inc)
Reserves for Taxes. The unpaid Taxes of each Subsidiary attributable to the Pre-Closing Tax Period will not, as of the Closing Date, exceed the reserve for Tax liability (rather than any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth in the Pro Forma Unaudited Balance Sheet Working Capital Estimate in accordance with GAAPthe past custom and practice of the members of the Seller Group in filing their Tax Returns.
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