Common use of Amended Returns and Carrybacks Clause in Contracts

Amended Returns and Carrybacks. (a) Versum shall not, and shall not permit any member of the Versum Group to, file or allow to be filed any request for an Adjustment for any Pre-Distribution Period or Straddle Period without the prior written consent of Air Products, such consent to be exercised in Air Products’ sole and absolute discretion. (b) Versum shall, and shall cause each member of the Versum Group to, make any available elections to waive the right to carry back any Tax Attribute from a taxable period or portion thereof ending after the Distribution Date to a taxable period or portion thereof ending on or before the Distribution Date. (c) Versum shall not, and shall cause each member of the Versum Group not to, make any affirmative election to carry back any Tax Attribute from a taxable period or portion thereof ending after the Distribution Date to a taxable period or portion thereof ending on or before the Distribution Date, without the prior written consent of Air Products, such consent to be exercised in Air Products’ sole and absolute discretion. (d) Receipt of consent by Versum or a member of the Versum Group from Air Products pursuant to the provisions of this Section 3.8 shall not limit or modify Versum’s continuing indemnification obligation pursuant to Article V.

Amended Returns and Carrybacks. (a) Versum Fortive shall not, and shall not permit any member of the Versum Fortive Group to, file or allow to be filed any request for an Adjustment for any Pre-Distribution Period or Straddle Period without the prior written consent of Air ProductsXxxxxxx, such consent to be exercised in Air Products’ Xxxxxxx’x sole and absolute discretion. (b) Versum Fortive shall, and shall cause each member of the Versum Fortive Group to, make any available elections to waive the right to carry back any Tax Attribute from a taxable period or portion thereof ending after the Distribution Date to a taxable period or portion thereof ending on or before the Distribution Date. (c) Versum Fortive shall not, and shall cause each member of the Versum Fortive Group not to, without the prior written consent of Xxxxxxx, make any affirmative election to carry back any Tax Attribute from a taxable period or portion thereof ending after the Distribution Date to a taxable period or portion thereof ending on or before the Distribution Date, without the prior written consent of Air Products, such consent to be exercised in Air Products’ Xxxxxxx’x sole and absolute discretion. (d) Receipt of consent by Versum Fortive or a member of the Versum Fortive Group from Air Products Xxxxxxx pursuant to the provisions of this Section Article 3.8 shall not limit or modify VersumFortive’s continuing indemnification obligation pursuant to Article V.