Tax Representations. Except as set forth in Schedule 8.1 of the Seller Disclosure Schedule, Seller represents and warrants to Purchaser that all material Tax Returns with respect to the Assets, the Assumed Liabilities or the operation of the Branches, that are required to be filed (taking into account any extension of time within which to file) before the Closing Date, have been or will be duly filed, and all material Taxes shown to be due on such Tax Returns have been or will be paid in full.
Appears in 17 contracts
Samples: Purchase and Assumption Agreement (Pathfinder Bancorp, Inc.), Purchase and Assumption Agreement (Summit Financial Group Inc), Purchase and Assumption Agreement (Shore Bancshares Inc)
Tax Representations. Except as set forth in Schedule 8.1 of the Seller Disclosure Schedule, Seller represents and warrants to Purchaser that that, except as set forth in Seller Disclosure Schedule 8.1, all material Tax Returns with respect to the Assets, the Assumed Liabilities or the operation of the Branches, Branches that are required to be filed (taking into account any extension of time within which to file) before the Closing Date, Date have been or will be duly filed, and all material Taxes shown to be due on such Tax Returns have been or will be paid in full.
Appears in 4 contracts
Samples: Purchase and Assumption Agreement (Berkshire Hills Bancorp Inc), Purchase and Assumption Agreement (Legacy Bancorp, Inc.), Purchase and Assumption Agreement (NBT Bancorp Inc)
Tax Representations. Except as set forth in Schedule Section 8.1 of the Seller Disclosure Schedule, Seller represents and warrants to Purchaser that all material Tax Returns with respect to the Assets, the Assumed Liabilities or the operation of the Branches, that are required to be filed (taking into account any extension of time within which to file) before the Closing Date, have been or will be duly filed, and all material Taxes shown to be due on such Tax Returns have been or will be paid in full.
Appears in 2 contracts
Samples: Lease and Assumption Agreement (Washington Federal Inc), Lease and Assumption Agreement (Washington Federal Inc)
Tax Representations. Except as set forth in Schedule section 8.1 of the Seller Disclosure Schedule, Seller represents and warrants to Purchaser that all material Tax Returns with respect to the Assets, the Assumed Liabilities or the operation of the Branches, that are required to be filed (taking into account any extension of time within which to file) before the Closing Date, have been or will be duly filed, and all material Taxes shown to be due on such Tax Returns have been or will be paid in full.Initial Closing
Appears in 1 contract
Samples: Purchase and Assumption Agreement (First NBC Bank Holding Co)
Tax Representations. Except as set forth in Schedule 8.1 of the Seller Disclosure Schedule, Seller represents and warrants to Purchaser that all material Tax Returns with respect to the Assets, the Assumed Liabilities or the operation of the Branches, Branches that are required to be filed (taking into account any extension of time within which to file) before the Closing Date, have been or will be duly filed, and all material Taxes shown to be due on such Tax Returns have been or will be paid in full.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (First Commonwealth Financial Corp /Pa/)
Tax Representations. Except Seller represents and warrants to Purchaser that, except as set forth in Schedule Section 8.1 of the Seller Disclosure Schedule, Seller represents and warrants to Purchaser that all material Tax Returns with respect to the Purchased Assets, the Assumed Liabilities or the operation of the Branches, Transferred Activities that are required to be filed (taking into account any extension of time within which to file) before the Closing Date, Date have been or will be duly and timely filed, and all material Taxes shown to be due on such Tax Returns have been or will be timely paid in full.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (First Banks, Inc)
