Common use of Certain Tax and Other Matters Clause in Contracts

Certain Tax and Other Matters. (a) If, in connection with the audit of any Return, a proposed adjustment is asserted in writing with respect to any Taxes of Target for which Controlling Shareholder is required to indemnify Parent or Sub pursuant to Section 9.2(a) hereof, Parent shall notify Controlling Shareholder of such proposed adjustment within twenty (20) days after the receipt thereof. Upon notice to Parent within twenty (20) days after receipt of the notice of such proposed adjustment from Parent, Controlling Shareholder may assume (at Controlling Shareholder’s own cost and expense) control of and contest such proposed adjustment.

Certain Tax and Other Matters. (a) If, in connection with the audit of any Return, a proposed adjustment is asserted in writing with respect to any Taxes of Target for which Controlling Shareholder is the Shareholders are required to indemnify Parent or Sub Target pursuant to Section 9.2(a8.2(a) hereof, Parent shall notify Controlling Shareholder the Shareholders of such proposed adjustment within twenty (20) days after the receipt thereof. Upon notice to Parent within twenty (20) days after receipt of the notice of such proposed adjustment from Parent, Controlling Shareholder the Shareholders may assume (at Controlling Shareholder’s the Shareholders' own cost and expense) control of and contest such proposed adjustment.

Certain Tax and Other Matters. (a) If, in connection with the audit of any Return, a proposed adjustment is asserted in writing with respect to any Taxes of Target for which Controlling Shareholder is Shareholders are required to indemnify Parent or Sub pursuant to Section 9.2(a8.2(a) hereof, Parent shall notify Controlling Shareholder Shareholders of such proposed adjustment within twenty (20) days after the receipt thereof. Upon notice to Parent within twenty (20) days after receipt of the notice of such proposed adjustment from Parent, Controlling Shareholder Shareholders may assume (at Controlling Shareholder’s Shareholders' own cost and expense) control of and contest such proposed adjustment.