Common use of Tax Law Compliance Clause in Contracts

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 6 contracts

Samples: Underwriting Agreement (Heron Therapeutics, Inc. /De/), Underwriting Agreement (Heron Therapeutics, Inc. /De/), Underwriting Agreement (Heron Therapeutics, Inc. /De/)

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Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 6 contracts

Samples: Underwriting Agreement (Cti Biopharma Corp), Underwriting Agreement (Cti Biopharma Corp), Underwriting Agreement (Cti Biopharma Corp)

Tax Law Compliance. The Company and its subsidiaries have has filed all necessary federal, state and foreign income and franchise tax returns and other material tax returns, or have has properly requested extensions thereof thereof, and have such tax returns are true, complete and correct in all material respects. The Company has paid all taxes required to be paid by any of them it and, if due and payable, any related or similar assessment, fine or penalty levied against any of them it except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves reserves, in conformity with generally accepted accounting principles, in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise and other material taxes for all periods as to which the tax liability of the Company is being contested or any of its subsidiaries has otherwise not been finally determined.

Appears in 4 contracts

Samples: Underwriting Agreement (Glycomimetics Inc), Underwriting Agreement (Glycomimetics Inc), Underwriting Agreement (Glycomimetics Inc)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof thereof, except in any case in which the failure to so file would not result in a Material Adverse Change, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions proceedings or as would not be expected, individually or result in the aggregate, to have a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 4 contracts

Samples: Underwriting Agreement (Gladstone Commercial Corp), Underwriting Agreement (Gladstone Commercial Corp), Underwriting Agreement (Gladstone Commercial Corp)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would could not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 3 contracts

Samples: Underwriting Agreement (Arrowhead Pharmaceuticals, Inc.), Underwriting Agreement (Arrowhead Pharmaceuticals, Inc.), Underwriting Agreement (Arrowhead Research Corp)

Tax Law Compliance. The Except in any case in which failure to pay or file (as applicable) would not individually or in the aggregate have a Material Adverse Effect, the Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Underwriting Agreement (LogicBio Therapeutics, Inc.), Underwriting Agreement (LogicBio Therapeutics, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and in each case except for such exceptions as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j1(A)(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Underwriting Agreement (Evolus, Inc.), Underwriting Agreement (Evolus, Inc.)

Tax Law Compliance. The Company and its subsidiaries have has filed all necessary federal, state and foreign income and franchise tax returns or have has properly requested extensions thereof and have has paid all taxes required to be paid by any of them it and, if due and payable, any related or similar assessment, fine or penalty levied against any of them it except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not reasonably be expected, individually or in the aggregate, to have result in a Material Adverse Effect. The Company has made adequate charges, accruals and reserves reserves, in conformity with generally accepted accounting principals, in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 2 contracts

Samples: Underwriting Agreement (Synthorx, Inc.), Underwriting Agreement (Equillium, Inc.)

Tax Law Compliance. The Company and its subsidiaries have has filed all necessary federal, state state, local and foreign income and franchise tax returns and other material tax returns, or have has properly requested extensions thereof thereof, and have such tax returns are true, complete and correct in all material respects. The Company has paid all taxes required to be paid by any of them it and, if due and payable, any related or similar assessment, fine or penalty levied against any of them it except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves reserves, in conformity with generally accepted accounting principles, in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state state, local and foreign income and franchise and other material taxes for all periods as to which the tax liability of the Company is being contested or any of its subsidiaries has otherwise not been finally determined.

Appears in 2 contracts

Samples: Underwriting Agreement (Cytrx Corp), Underwriting Agreement (Cytrx Corp)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof (except in any case in which the failure so to file would not reasonably be expected to have a Material Adverse Effect) and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j1A(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Navigator Holdings Ltd.)

Tax Law Compliance. The Company and its subsidiaries have has filed all necessary material United States federal, state and foreign income and franchise other material tax returns or have has properly requested extensions thereof and have has paid all material taxes required to be paid by any of them it and, if due and payable, any related or similar assessment, fine or penalty levied against any of them it except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate. There are no actual or, to have a Material Adverse Effectthe Company’s knowledge, proposed material tax deficiency or assessments asserted against the Company or any of its properties or assets. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise material taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Aerovate Therapeutics, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary required federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as proceedings or to the extent that failure to file or pay would not reasonably be expected, individually or in the aggregate, to have result in a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Artiva Biotherapeutics, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, proceedings and except for such exceptions as would could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Organovo Holdings, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, required U.S. federal and state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except where a failure to pay or file (as applicable) would not reasonably be expected to result in a Material Adverse Change, and except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Global Ship Lease, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would could not be expected, individually or in the aggregate, to have result in a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Arrowhead Pharmaceuticals, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedingsproceedings and, and with respect to any states in which the Company is not qualified to do business, except for such exceptions as would not reasonably be expected, individually or in the aggregate, expected to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Threshold Pharmaceuticals Inc)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and in each case except for such exceptions as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Evolus, Inc.)

Tax Law Compliance. The Except as would not reasonably be expected to result in a Material Adverse Change, the Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns required to be filed by the Company and its subsidiaries or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all material federal, state and foreign income and franchise taxes applicable to the Company for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Calix, Inc)

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Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would could not reasonably be expected, individually or in the aggregate, to have result in a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Sales Agreement (Cti Biopharma Corp)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all income and franchise taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and in each case, except for such exceptions as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods to and including the dates of such financial statements and as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Rallybio Corp)

Tax Law Compliance. The Company and its subsidiaries have timely filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have timely paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would proceedings or where failure to do so could not reasonably be expected, individually or in the aggregate, to have result in a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined, except to the extent that failure to do so would not be expected to result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Apogee Therapeutics, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, proceedings and except for such exceptions as would could not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Organovo Holdings, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them (and by or in respect of any of the entities or assets contributed to the Company pursuant to the Formation Transactions) and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j1A(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Stalwart Tankers Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof thereof, and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not be expectednot, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j1A(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined, except as would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Papa Murphy's Holdings, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and proceedings in each case except for such exceptions as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in accordance with GAAP in the applicable financial statements referred to in Section 1(j1A(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Addus HomeCare Corp)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves reserves, in conformity with generally accepted accounting principals, in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Metacrine, Inc.)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined.

Appears in 1 contract

Samples: Underwriting Agreement (Liquidia Technologies Inc)

Tax Law Compliance. The Company and its subsidiaries have filed all necessary federal, state and foreign income and franchise tax returns through the date hereof or have properly requested extensions thereof and have paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, proceedings and except for where the failure to pay such exceptions as taxes would not reasonably be expected, individually or expected to result in the aggregate, to have a Material Adverse Effect. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined, except to the extent of any inadequacy that would not reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Miragen Therapeutics, Inc.)

Tax Law Compliance. The Company and its subsidiaries have timely filed all necessary federal, state and foreign income and franchise tax returns or have properly requested extensions thereof and have timely paid all taxes required to be paid by any of them and, if due and payable, any related or similar assessment, fine or penalty levied against any of them except as may be being contested in good faith and by appropriate proceedings, and except for such exceptions as would proceedings or where failure to do so could not reasonably be expected, individually or in the aggregate, to have result in a Material Adverse EffectChange. The Company has made adequate charges, accruals and reserves in the applicable financial statements referred to in Section ‎Section 1(j) above in respect of all federal, state and foreign income and franchise taxes for all periods as to which the tax liability of the Company or any of its subsidiaries has not been finally determined, except to the extent that failure to do so would not be expected to result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Apogee Therapeutics, Inc.)

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