Tax and Other Liabilities. (a) Wireless has filed all Income Tax Returns that it was required to file, and has paid all Income Taxes shown thereon as awing, except where the failure to file Income Tax Returns or to pay Income Taxes would not have a material adverse effect on the financial condition of Wireless and its subsidiaries taken as a whole. (b) Wireless has delivered to Company correct and complete copies of all federal Income Tax Returns, examination reports, and statements of deficiencies assessed against or agreed to by Wireless. None of such tax returns are under audit. (c) Wireless has not waived any statute of limitations in respect of Income Taxes or agreed to any extension of time with respect to an Income Tax assessment or deficiency. (d) Wireless is not a party to any Income Tax allocation or sharing agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Texas E Solutions Inc), Merger Agreement (Texas E Solutions Inc)
Tax and Other Liabilities. (a) Wireless has filed all Income Tax Returns that it was required to file, and has paid all Income Taxes shown thereon as awingowing, except where the failure to file Income Tax Returns or to pay Income Taxes would not have a material adverse effect on the financial condition of Wireless and its subsidiaries taken as a whole.
(b) Wireless has delivered to Company correct and complete copies of all federal Income Tax Returns, examination reports, and statements of deficiencies assessed against or agreed to by Wireless. None of such tax returns are under audit.
(c) Wireless has not waived any statute of limitations in respect of Income Taxes or agreed to any extension of time with respect to an Income Tax assessment or deficiency.
(d) Wireless is not a party to any Income Tax allocation or sharing agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Guidon John), Agreement and Plan of Merger (Wireless Synergies Inc)