Common use of Returns Filed and Taxes Paid Clause in Contracts

Returns Filed and Taxes Paid. All Returns required to be filed by or on behalf of any members of the Company Group prior to the Closing Date have been, or will be, duly filed on a timely basis, subject to any applicable extensions. Such Returns are true, correct and complete in all material respects. All Taxes owed by any members of the Group (whether or not shown on any Return) have been paid in full on a timely basis, and no other Taxes are owing or payable by the Company Group with respect to items or periods covered by such Returns or with respect to any taxable period ending prior to the date of this representation and warranty for which a Return was due prior to such date (except for any Taxes being contested in good faith by the Company or any other member of the Company Group). No claim has ever been made in writing by a Governmental Authority for any jurisdiction where any member of the Company Group does not file Returns that any such member is or may be subject to taxation by that jurisdiction. No Liens or attachments exist on or with respect to any of the assets of the Company Group or of any members thereof that arose in connection with any failure or alleged failure to pay any Taxes. Each member of the Company Group has withheld and paid all Taxes required to have been withheld and paid in connection with amounts paid or owing to any officer, director, employee or agent (including, without limitation, any independent contractor, foreign person or other third Person) in compliance with all tax withholding provisions of applicable federal, state, local and foreign law (including, without limitation, income, social security, employment tax withholding, and withholding under Sections 1441 through 1446 of the Code). The Company and the Bank have timely complied with all requirements under Applicable Laws relating to information, reporting and withholding and other similar matters for customer and other accounts (including back up withholding and furnishing of Forms 1099 and all similar reports).

Returns Filed and Taxes Paid. All Returns required to be filed by or on behalf of any members of the Company Group prior to the Closing Date Dates have been, or will be, duly filed on a timely basis, subject to any applicable extensions. Such Returns are true, correct and complete in all material respectscomplete. All Taxes owed by any members of the Group (whether or not shown on any Return) have been paid in full on a timely basis, and no other Taxes are owing or payable by the Company Group with respect to items or periods covered by such Returns or with respect to any taxable period ending prior to the date of this representation and warranty for which a Return was due prior to such date (except for any Taxes being contested in good faith by the Company or any other member of the Company Group)date. No claim has ever been made in writing by a Governmental Authority for any jurisdiction where any member of the Company Group does not file Returns that any such member it is or may be subject to taxation by that jurisdiction. No Liens security interests, Liens, encumbrances, attachments or attachments similar interests exist on or with respect to any of the assets of the Company Group or of any members thereof that arose in connection with any failure or alleged failure to pay any Taxes. Each member of the Company Group has withheld and paid all Taxes required to have been withheld and paid in connection with amounts paid or owing to any officer, director, employee or agent (including, without limitation, any independent contractor, foreign person or other third Person) in compliance with all tax withholding provisions of applicable federal, state, local and foreign law (including, without limitation, income, social security, employment tax withholding, and withholding under Sections 1441 through 1446 of the Code). The Company and the Bank have has timely complied with all requirements under Applicable Laws relating to information, reporting and withholding and other similar matters for customer and other accounts (including back back-up withholding and furnishing of Forms 1099 and all similar reports).

Returns Filed and Taxes Paid. All Returns required to be have been filed by or on behalf of any FFI or its Subsidiaries (collectively and individually, members of the Company Group prior to the Closing Date “FFI Group”) have been, or will be, been duly filed on a timely basis, subject to any applicable extensions. Such Returns are true, correct and complete in complete. Since January 1, 2010, all material respects. All Taxes owed due and payable by any members of the FFI Group (whether or not shown on any Return) have been paid in full on a timely basis, and no other Taxes are owing or payable by any member of the Company FFI Group with respect to items or periods covered by such Returns or with respect to any taxable period ending prior to the date of this representation and warranty for which a Return was due prior to such date (except for any Taxes being contested in good faith by the Company or any other member of the Company Group)date. No Since January 1, 2010, no written claim has ever been made in writing by a Governmental Authority Entity for any jurisdiction where any member of the Company Group FFI does not file Returns that any such member is or may be subject to taxation by that jurisdiction. No There are no material Liens for Taxes (other than for current Taxes not yet due and payable or attachments exist for Taxes that are being contested in good faith through appropriate proceedings and for which appropriate reserves have been taken in accordance with GAAP) on or with respect to any of the assets of the Company Group or of any members thereof that arose in connection with any failure or alleged failure to pay any TaxesFFI Group. Each member of the Company FFI Group has withheld and paid all Taxes required to have been withheld and paid in connection with amounts paid or owing to any officer, director, employee or agent (including, without limitation, any independent contractor, foreign person or other third Person) in compliance with all tax withholding provisions of applicable federal, state, local and foreign law Applicable Law (including, without limitation, income, social security, employment tax withholding, sales and use, and withholding under Sections 1441 through 1446 of the Code). The Company and Since January 1, 2010, each member of the Bank have FFI Group has timely complied with all requirements under Applicable Laws relating to information, information reporting and withholding and other similar matters for customer and other accounts (including back up withholding and furnishing of Forms 1099 and all similar reports).

Returns Filed and Taxes Paid. All Returns required to be have been filed by or on behalf of any FFI or its Subsidiaries (collectively and individually, members of the Company Group prior to the Closing Date “FFI Group”) have been, or will be, been duly filed on a timely basis, subject to any applicable extensions. Such Returns are true, correct and complete in complete. Since January 1, 2007, all material respects. All Taxes owed due and payable by any members of the FFI Group (whether or not shown on any Return) have been paid in full on a timely basis, and no other Taxes are owing or payable by any member of the Company FFI Group with respect to items or periods covered by such Returns or with respect to any taxable period ending prior to the date of this representation and warranty for which a Return was due prior to such date (except for any Taxes being contested in good faith by the Company or any other member of the Company Group)date. No Since January 1, 2007, no written claim has ever been made in writing by a Governmental Authority Entity for any jurisdiction where any member of the Company Group FFI does not file Returns that any such member is or may be subject to taxation by that jurisdiction. No There are no material Liens for Taxes (other than for current Taxes not yet due and payable or attachments exist for Taxes that are being contested in good faith through appropriate proceedings and for which appropriate reserves have been taken in accordance with GAAP) on or with respect to any of the assets of the Company Group or of any members thereof that arose in connection with any failure or alleged failure to pay any TaxesFFI Group. Each member of the Company FFI Group has withheld and paid all Taxes required to have been withheld and paid in connection with amounts paid or owing to any officer, director, employee or agent (including, without limitation, any independent contractor, foreign person or other third Person) in compliance with all tax withholding provisions of applicable federal, state, local and foreign law Applicable Law (including, without limitation, income, social security, employment tax withholding, sales and use, and withholding under Sections 1441 through 1446 of the Code). The Company and Since January 1, 2007, each member of the Bank have FFI Group has timely complied with all requirements under Applicable Laws relating to information, information reporting and withholding and other similar matters for customer and other accounts (including back up withholding and furnishing of Forms 1099 and all similar reports).