Common use of CARRYBACKS OR CLAIMS FOR REFUND Clause in Contracts

CARRYBACKS OR CLAIMS FOR REFUND. (a) At the request of OMNOVA and at OMNOVA's expense, GenCorp or one of its Affiliates will file one or more claims for refund (including any tentative carryback or refund adjustment under Section 6411 of the Code) of Taxes with respect to any Pre-Distribution Period resulting from any Carryback generated by any member of the OMNOVA Group from a Post-Distribution Period ("OMNOVA Group Carryback"), provided (subject to Section 4.02(b)) that such refund does not result in any increase in the liability of any member of GenCorp's Group for Taxes for any Tax Period. In the event GenCorp or one of its Affiliates receives a refund for any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period, GenCorp shall immediately remit such refund to OMNOVA. (b) In the event GenCorp or one of its Affiliates files one or more claims for refund (including any tentative carryback or refund adjustment under Section 6411 of the Code) of Taxes with respect to any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period that results in any increase in the liability of any member of GenCorp's Group for Taxes for any Tax Period, GenCorp or any of its Affiliates shall be entitled to retain that portion of the refund that exactly offsets the additional Taxes for which it becomes liable as a result of filing the refund claim, and the balance of such refund shall be refunded immediately to OMNOVA. To the extent the increased liability for Taxes of GenCorp or any of its Affiliates with respect to any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period is reversed for any Tax Period, the amount of any Tax Benefit resulting from such reversal shall be paid immediately to OMNOVA on the date when the Return is filed for the year in which the Tax Benefit arises or, if such return has already been filed, then immediately after GenCorp or any of its Affiliates receives a payment reflecting the Tax Benefit in question. Similarly, to the extent the increased liability for Taxes of GenCorp or any of its Affiliates with respect to any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period for any Period arises after the refund has been paid to OMNOVA, GenCorp shall inform OMNOVA of the amount of such increase, and OMNOVA shall pay the amount of such increase to GenCorp promptly. Procedures similar to those in Section 5.03 shall apply. All computations under this Section 4.02 shall be adjusted to take into account interest payable by or to GenCorp, and any Tax Benefit resulting therefrom.

CARRYBACKS OR CLAIMS FOR REFUND. (a) At the request of OMNOVA and at OMNOVA's expense, GenCorp or one of its Affiliates will file one or more claims for refund (including any tentative carryback or refund adjustment under Section 6411 of the Code) of Taxes with respect to any Pre-Distribution Period resulting from any Carryback generated by any member of the OMNOVA Group from a Post-Distribution Period ("OMNOVA Group Carryback"), provided (subject to Section 4.02(b)) that such refund does not result in any increase in the liability of any member of GenCorp's Group for Taxes for any Tax Period. In the event GenCorp or one of its Affiliates receives a refund for any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period, GenCorp shall immediately remit such refund to OMNOVA. (b) In the event GenCorp or one of its Affiliates files one or more claims for refund (including any tentative carryback or refund adjustment under Section 6411 of the Code) of Taxes with respect to any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period that results in any increase in the liability of any member of GenCorp's Group for Taxes for any Tax Period, GenCorp or any of its Affiliates shall be entitled to retain that portion of the refund that exactly offsets the additional Taxes for which it becomes liable as a result of filing the refund claim, and the balance of such refund shall be refunded immediately to OMNOVA. To the extent the increased liability for Taxes of GenCorp or any of its Affiliates with respect to any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period is reversed for any Tax Period, the amount of any Tax Benefit resulting from such reversal shall be paid immediately to OMNOVA on the date when the Return is filed for the year in which the Tax Benefit arises or, if such return has already been filed, then immediately after GenCorp or any of its Affiliates receives a payment reflecting the Tax Benefit in question. Similarly, to the extent the increased liability for Taxes of GenCorp or any of its Affiliates with respect to any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period for any Period arises after the refund has been paid to OMNOVA, GenCorp shall inform OMNOVA of the amount of such increase, and OMNOVA shall pay the amount of such increase to GenCorp promptly. Procedures similar to those in Section 5.03 shall apply. All computations under this Section 4.02 shall be adjusted to take into account interest payable by or to GenCorp, and any Tax Benefit resulting therefrom.4.02