Common use of Amended Returns Clause in Contracts

Amended Returns. Any amended Tax Return or claim for Tax refund, credit or offset with respect to any member of the Spinco Group may be made only by the Company (or its Subsidiaries) responsible for preparing the original Tax Return with respect to such member pursuant to Sections 3.1 and 3.2. Spinco (or its Subsidiaries) shall not, without the prior written consent of Distributing (which consent shall not be unreasonably withheld or delayed), file, or cause to be filed, any such amended Tax Return or claim for Tax refund, credit or offset to the extent that such filing, if accepted, is likely to increase the Taxes allocated to, or the Tax indemnity obligations under this Agreement of, Distributing for any Tax Year (or portion thereof) by more than a de minimis amount; provided, however, that such consent need not be obtained if Spinco agrees to indemnify Distributing for the incremental Taxes allocated to, or the incremental Tax indemnity obligation resulting under this Agreement to, Distributing as a result of the filing of such amended Tax Return.

Amended Returns. Any amended Tax Return or claim for Tax refund, credit or offset with respect to any member of the Spinco Splitco Group may be made only by the Company (or its Subsidiaries) responsible for preparing the original Tax Return with respect to such member pursuant to Sections 3.1 and 3.2. Spinco Splitco (or its Subsidiaries) shall not, without the prior written consent of Distributing (which consent shall not be unreasonably withheld or delayed), file, or cause to be filed, any such amended Tax Return or claim for Tax refund, credit or offset to the extent that such filing, if accepted, is likely to increase the Taxes allocated to, or the Tax indemnity obligations under this Agreement of, Distributing for any Tax Year (or portion thereof) by more than a de minimis amount; provided, however, that such consent need not be obtained if Spinco Splitco agrees to indemnify Distributing for the incremental Taxes allocated to, or the incremental Tax indemnity obligation resulting under this Agreement to, Distributing as a result of the filing of such amended Tax Return.

Amended Returns. Any amended Tax Return or claim for Tax refund, credit or offset with respect to any member of the Spinco LEI Group may be made only by the Company (or its SubsidiariesAffiliates) responsible for preparing the original Tax Return with respect to such member pursuant to Sections 3.1 and 3.2. Spinco Such Company (or its SubsidiariesAffiliates) shall not, without the prior written consent of Distributing the other Company (which consent shall not be unreasonably withheld or delayed), file, or cause to be filed, any such amended Tax Return or claim for Tax refund, credit or offset to the extent that such filing, if accepted, is likely to increase the Taxes allocated to, or the Tax indemnity obligations under this Agreement of, Distributing such other Company for any Tax Year (or portion thereof) by more than a de minimis amount; provided, however, that such consent need not be obtained if Spinco the Company filing the amended Tax Return agrees to indemnify Distributing the other Company for the incremental Taxes allocated to, or the incremental Tax indemnity obligation resulting under this Agreement to, Distributing such other Company as a result of the filing of such amended Tax Return.

Amended Returns. Any amended Tax Return or claim for Tax refund, credit or offset with respect to any member of the Spinco LEI Group may be made only by the Company (or its SubsidiariesAffiliates) responsible for preparing the original Tax Return with respect to such member pursuant to Sections 3.1 and 3.2. Spinco Such Company (or its SubsidiariesAffiliates) shall not, without the prior written consent of Distributing the other Company (which consent shall not be unreasonably withheld or delayed), file, or cause to be filed, any such amended Tax Return or claim for Tax refund, credit or offset to the extent that such filing, if accepted, is likely to materially increase the Taxes allocated to, or the Tax indemnity obligations under this Agreement of, Distributing such other Company for any Tax Year (or portion thereof) by more than a de minimis amount); provided, however, that such consent need not be obtained if Spinco the Company filing the amended Tax Return agrees to indemnify Distributing the other Company for the incremental Taxes allocated to, or the incremental Tax indemnity obligation resulting under this Agreement to, Distributing such other Company as a result of the filing of such amended Tax Return.