Common use of Returns Filed and Taxes Paid Clause in Contracts

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: (i) all Returns required to be filed by or on behalf of Parent and each of its Subsidiaries have been duly filed on a timely basis and such Returns are correct, true, and complete; (ii) all Taxes shown to be payable on the Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent or any of its Subsidiaries with respect to items or periods covered by such Returns or with respect to any taxable periods ending prior to the date of this Agreement; (iii) Parent and each of its Subsidiaries has withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; and (iv) there are no liens on any of the assets of Parent or any of its Subsidiaries with respect to Taxes, other than liens for Taxes not yet due and payable. (c) Tax Deficiencies; Audits;

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: 3.8(a): (i) all Returns tax reports and returns required to be filed by or on --------------- behalf of Parent PSA, PSA SUB and each of its Subsidiaries the PSA Group have been duly filed on a timely basis and such Returns tax reports and returns are correct, true, and completecomplete in all material respects; (ii) all Taxes shown to be payable on the Returns tax reports and returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent PSA or any of its Subsidiaries PSA SUB with respect to items or periods covered by such Returns tax reports and returns or with respect to any taxable periods ending prior to the date of this Agreement; (iii) Parent PSA and each of its Subsidiaries has PSA SUB have withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employeeBusiness Employee, creditor, independent contractor, or other third party; and (iv) there are no liens on any of the assets of Parent or any of its Subsidiaries Assets with respect to Taxes, other than liens for Taxes not yet due and payable. (c) Tax Deficiencies; Audits;.

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b3.9(a), or except as would not have a Material Adverse Effect on Parentthe Company: (i) all Returns required to be filed by or on behalf of Parent the Company and each of its Subsidiaries have been duly filed on a timely basis and such Returns are correct, true, and complete; (ii) all Taxes shown to be payable on the Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent the Company or any of its Subsidiaries with respect to items or periods covered by such Returns or with respect to any taxable periods ending prior to the date of this Agreement; (iii) Parent the Company and each of its Subsidiaries has have withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; and (iv) there are no liens on any of the assets of Parent the Company or any of its Subsidiaries with respect to Taxes, other than liens for Taxes not yet due and payable. (cb) Tax Deficiencies; Audits;

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: (i) all Returns All Tax returns required to be filed by or on behalf of Parent and each of its Subsidiaries CBG or Commercial Bank have been duly filed on a timely basis and such Returns Tax returns are correct, true, complete and completecorrect in all material respects; (ii) all Taxes shown to be payable on the Returns returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent or any of its Subsidiaries CBG and Commercial Bank with respect to items or periods covered by such Returns returns (whether or not shown on or reportable on such returns) or with respect to any taxable periods ending period prior to the date of this Agreement; (iii) Parent CBG and each of its Subsidiaries has Commercial Bank have withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; and (iv) there are no liens on any of the assets of Parent CBG or any of its Subsidiaries Commercial Bank with respect to Taxes, other than liens for Taxes not yet due and payable. (c) Tax Deficiencies; Audits;.

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: SCHEDULE 3.21(B): (i) all Returns required to be filed by or on behalf of Parent and each of its Subsidiaries NSE have been duly filed on a timely basis and such Returns are correct, true, complete and completecorrect in all material respects; (ii) all Taxes shown to be payable on the Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent or any of its Subsidiaries NSE with respect to items or periods covered by such Returns (whether or not shown on or reportable on such Returns) or with respect to any taxable periods ending period prior to the date of this Agreement; (iii) Parent and each of its Subsidiaries NSE has withheld and paid over all Taxes required to have been withheld and paid over, and complied in all material respects with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; and (iv) there are no liens on any of the assets of Parent or any of its Subsidiaries NSE with respect to Taxes, other than liens for Taxes not yet due and payable. (c) Tax Deficiencies; Audits;payable or for Taxes that NSE is contesting in good faith through appropriate proceedings and for which appropriate reserves have been established, which contested Taxes are disclosed on SCHEDULE 3.21(B).

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: 4.27(b): (i) all Returns required to be filed by or on behalf of Parent and each of its Subsidiaries the Company have been duly filed on a timely basis and such Returns are correct, true, complete and completecorrect; (ii) all Taxes shown to be payable on the Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent or any of its Subsidiaries the Company with respect to items or periods covered by such Returns (whether or not shown on or reportable on such Returns) or with respect to any taxable periods ending period prior to the date of this Agreement; (iii) Parent and each of its Subsidiaries the Company has withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; (iv) the charges, accruals and reserves for Taxes as reflected on the books of the Company are adequate in accordance with historical results and prior practice to cover Tax liabilities accruing through the Closing Date; and (ivv) there are no liens on any of the assets of Parent or any of its Subsidiaries the Company with respect to Taxes, other than liens for Taxes not yet due and payable. (c) Tax Deficiencies; Audits;payable or for Taxes that the Company is contesting in good faith through appropriate proceedings and for which appropriate reserves have been established, which contested Taxes are disclosed in Schedule 4.27(b).

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: (i) all Returns required to be filed by or on behalf of Parent and each of its Subsidiaries the Company have been duly filed on a timely basis and such Returns are correct, true, complete and completecorrect; (ii) all Taxes shown to be payable on the Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent or any of its Subsidiaries the Company with respect to items or periods covered by such Returns (whether or not shown on or reportable on such Returns) or with respect to any taxable periods ending period prior to the date of this Agreement; (iii) Parent and each of its Subsidiaries the Company has withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; and (iv) there are no liens on any of the assets of Parent or any of its Subsidiaries the Company with respect to Taxes, other than liens for Taxes not yet due and payable. (c) Tax Deficiencies; Audits;With respect to any period for which Returns have not yet been filed, or for which Taxes are not yet due and owing, the Company has made due and sufficient accruals for such Taxes on the Financial Statements.

Returns Filed and Taxes Paid. Except as otherwise disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: (i) all Returns All Tax returns required to be filed by or on behalf of Parent Acquiror and each any of its Subsidiaries have been duly filed on a timely basis and such Returns Tax returns are correct, true, complete and completecorrect in all material respects; (ii) all Taxes shown to be payable on the Returns returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent Acquiror or any of its Subsidiaries with respect to items or periods covered by such Returns returns (whether or not shown on or reportable on such returns) or with respect to any taxable periods ending period prior to the date of this Agreement; (iii) Parent Acquiror and each of its Subsidiaries has have withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; and (iv) there are no liens on any of the assets of Parent Acquiror or any of its Subsidiaries with respect to Taxes, other than liens for Taxes not yet due and payable. (c) Tax Deficiencies; Audits;.

Returns Filed and Taxes Paid. Except as otherwise -------------------------------- disclosed in Schedule 2.9(b), or except as would not have a Material Adverse Effect on Parent: SCHEDULE 4.27(b): (i) all Returns required to be filed by or on ----------------- behalf of Parent and each of its Subsidiaries CTSI have been duly filed on a timely basis and such Returns are correct, true, complete and completecorrect; (ii) all Taxes shown to be payable on the Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by Parent or any of its Subsidiaries CTSI with respect to items or periods covered by such Returns (whether or not shown on or reportable on such Returns) or with respect to any taxable periods ending period prior to the date of this Agreement; (iii) Parent and each of its Subsidiaries CTSI has withheld and paid over all Taxes required to have been withheld and paid over, and complied with all information reporting and backup withholding requirements, including maintenance of required records with respect thereto, in connection with amounts paid or owing to any employee, creditor, independent contractor, or other third party; (iv) the charges, accruals and reserves for Taxes as reflected on the books of CTSI are adequate in accordance with GAAP to cover Tax liabilities accruing through the Closing Date; and (ivv) there are no liens Hens on any of the assets of Parent or any of its Subsidiaries CTSI with respect to Taxes, other than liens for Taxes not yet due and payablepayable or for Taxes that CTSI is contesting in good faith through appropriate proceedings and for which appropriate reserves have been established, which contested Taxes are disclosed in SCHEDULE 4.27(b). (c) Tax Deficiencies; Audits;----------------