Examples of Returns in a sentence
The party responsible by applicable Law for filing any Tax Return relating to Transfer Taxes shall be responsible for filing such Tax Return and the other party shall cooperate with the filing party in the filing of any such Tax Returns with respect to Transfer Taxes, including promptly supplying any information in its possession that is reasonably necessary to complete such Tax Returns.
Such Tax Returns shall be prepared in a manner consistent with past practice of the Company, except as otherwise required by applicable Law (determined at a “more likely than not” (or higher) level of comfort).
From the Signing Date through the Closing Date, Pubco Group shall duly and timely file all income and other material Tax Returns required to be filed with the applicable Taxing Authority, pay all material Taxes required to be paid by any Taxing Authority and duly observe and conform in all material respects, to all applicable Laws and Orders.
The Allocation provided by Buyer pursuant hereto (subject to any modifications made under the preceding sentence) shall be final, and none of Buyer, Holdco, or any of their respective Affiliates, shall take any position (whether in financial statements, audits, Actions, Tax Returns or otherwise) that is inconsistent with the Intended Tax Treatment or the Allocation unless otherwise required by applicable Law.
Each of ListCo, the Company and Merger Sub shall report the Merger (including preparing and filing all Tax Returns) consistently with the Intended Tax Treatment and the immediately preceding sentence unless otherwise required pursuant to a “determination” within the meaning of Section 1313(a) of the Code.