Tax Returns; Filing and Payments. (1) Buyer shall timely prepare (or cause to be prepared), and shall timely file, subject to the participation, review and consent of Sellers (which consent will not be unreasonably withheld) (or cause to be timely filed) all Income Tax Returns of each Company for any Taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date ("Short Period Returns"). The Short Period Returns shall reflect, among other required items (i) taxable income of Bostek (including separately stated items) arising from the Section 338(h)(10) Elections; (ii) other taxable income of Bostek (including separately stated item); and (iii) the amount of Bostek's gain recognized, if any, pursuant to Section 1374 of the Code and related tax liability under Section 1374 and its state counterpart. Such Short Period Returns shall be prepared and filed in accordance with past practice and custom and on such Tax Returns, no positions shall be taken, elections made (other than the Section 338(h)(10) Elections), or methods adopted that are inconsistent with positions taken, elections made, or methods used in filing similar Tax Returns in prior periods. Sellers shall, consistent with the manner that payments must be made with respect to each of such Income Tax Returns, upon written notice by Buyer, provide Buyer with funds to timely pay the Tax liability shown on such Income Tax Return.
Tax Returns; Filing and Payments. (1) The Stockholders shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Income Tax Returns of the Company for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date. The Stockholders shall, consistent with the manner that payments must be made with respect to each of such Income Tax Returns, upon written notice by Buyers, provide Buyers with funds to timely pay the Tax liability shown on such Income Tax Return which is described as being the responsibility of the Stockholders under Section 4.05(a), and ADS shall pay ------- or cause to be paid such amounts to the appropriate Tax authority.
Tax Returns; Filing and Payments. (1) The Stockholders shall prepare (or cause to be prepared), all Income Tax Returns of the Company for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date, all at the expense of the Surviving Company. Buyers shall cause such Income Tax Returns to be timely filed. The Stockholders shall, consistent with the manner that payments must be made with respect to each of such Income Tax Returns, upon written notice by Buyers, provide Buyers with funds to timely pay the Tax liability shown on such Income Tax Return which is described as being the responsibility of the Stockholders under Section 4.05(a), and ADS shall pay or cause to be paid such amounts to the appropriate Tax authority.
Tax Returns; Filing and Payments. (i) Global Arena shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Income Tax Returns of Global Arena for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date.
Tax Returns; Filing and Payments. (i) China Stationery shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Income Tax Returns of China Stationery for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date
Tax Returns; Filing and Payments. (1) ADS shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Tax Returns of the Company for any taxable year or period which are not filed or required to be filed on or before the Closing date. ADS shall pay or cause the Surviving Company to pay any Tax required to be paid with respect to the period covered by returns as reflected thereon provided that such payment obligation under this Section 4.05(b) shall not prevent any claim for indemnification under Section 9.02(b).
Tax Returns; Filing and Payments. (i) Pricester shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Income Tax Returns of Pricester for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date.
Tax Returns; Filing and Payments. (i) Business Advantage shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Income Tax Returns of Business Advantage for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date
Tax Returns; Filing and Payments. (i) Global shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Income Tax Returns of Global for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date. (ii) Global shall prepare (or cause to be prepared) and file (or cause to be filed) all Income Tax Returns of Global for any Taxable year or period commencing prior to the Closing Date and ending subsequent to the Closing Date. (iii) The Tax Returns referred to in this Section 5.8(a)(i) and (ii), shall, to the extent not otherwise required by law, be prepared in a manner consistent with Global's (as appropriate) past practice (including any Tax elections and methods of accounting). With respect to any Tax Return referred to in Sections 5.8(a)(i) and (ii) above, the party preparing such return shall provide the other party a draft of such Tax Return and Tax information (including, without limitation, work papers and schedules) for review of such Tax Return in a timely manner no later than thirty (30) days prior to the due date (taking into account valid extensions) for the filing of such Tax Return. The parties shall consult in good faith with regard to the form and content of such Tax Returns, provided that, in the event of any disagreement, the Tax Returns shall be filed in the form set forth by the party with responsibility for the preparation of the Tax Return.
Tax Returns; Filing and Payments. (i) Creative shall timely prepare (or cause to be prepared), and shall timely file (or cause to be timely filed) all Income Tax Returns of Creative for any taxable year or period ending on or before the Closing Date which are not required to be filed on or before the Closing Date
