Common use of Returns Filed and Taxes Paid Clause in Contracts

Returns Filed and Taxes Paid. All material Tax Returns required to be filed by or on behalf of the Company and its Subsidiaries (the “Company Group”) have been duly filed on a timely basis and such Tax Returns are true, complete and correct in all material respects. All Taxes shown to be payable on the Tax Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by the Company Group with respect to items or periods covered by such Tax Returns (whether or not shown on or reportable on such Tax Returns) or with respect to any period prior to the date of this Agreement. The Company Group has withheld and paid over all material 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. There are no Liens on any of the assets of the Company Group with respect to Taxes, other than Liens for Taxes not yet due and payable or for Taxes that are being contesting in good faith through appropriate proceedings and for which appropriate reserves have been established.

Returns Filed and Taxes Paid. All material Tax Returns required to be filed by or on behalf of the Company Parent and its Subsidiaries (the “Company Parent Group”) have been duly filed on a timely basis and such Tax Returns are true, complete and correct in all material respects. All Taxes shown to be payable on the Tax Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by the Company Parent Group with respect to items or periods covered by such Tax Returns (whether or not shown on or reportable on such Tax Returns) or with respect to any period prior to the date of this Agreement. The Company Parent Group has withheld and paid over all material 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. There are no Liens on any of the assets of the Company Parent Group with respect to Taxes, other than Liens for Taxes not yet due and payable or for Taxes that are being contesting in good faith through appropriate proceedings and for which appropriate reserves have been established.

Returns Filed and Taxes Paid. All material Tax Returns required to be filed by or on behalf of the Company Parent and its Subsidiaries (the “Company "Parent Group”") have been duly filed on a timely basis and such Tax Returns are true, complete and correct in all material respects. All Taxes shown to be payable on the Tax Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by the Company Parent Group with respect to items or periods covered by such Tax Returns (whether or not shown on or reportable on such Tax Returns) or with respect to any period prior to the date of this Agreement. The Company Parent Group has withheld and paid over all material 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. There are no Liens on any of the assets of the Company Parent Group with respect to Taxes, other than Liens for Taxes not yet due and payable or for Taxes that are being contesting contested in good faith through appropriate proceedings and for which appropriate reserves have been established.

Returns Filed and Taxes Paid. All material Tax Returns required to be filed by or on behalf of members of the Company and its Subsidiaries (the “Company Group”) Group have been duly filed on a timely basis and such Tax Returns are true, complete complete, and correct in all material respects. All Except as set forth on Schedule 4(h)(ii), all Taxes shown to be payable on the Tax Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis, and no other Taxes are payable by the Company Group with respect to items or periods covered by such Tax Returns (whether or not shown on or reportable on such Tax Returns) or with respect to any period prior to the date of this AgreementAgreement other than Taxes not yet due and payable. The Company Each member of the Group has withheld and paid over all material 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. There are no Liens on any of the assets of the Company Group with respect to Taxes, other than Liens for Taxes not yet due and payable or for Taxes that are being a member of the Group is contesting in good faith through appropriate proceedings and for which appropriate reserves have been established. No taxing jurisdiction in which the Group does not file Returns has asserted that the Group is required to file Returns in such jurisdiction.