Common use of Consistent Reporting Clause in Contracts

Consistent Reporting. (a) With respect to all taxable periods ending on or prior to December 31, 2001, Penwest, each member of the Penwest Group and any future Affiliates thereof shall file federal income tax and state income tax Returns in a manner consistent with the Returns filed (or to be filed) in respect to Pre-Distribution Taxes and in a manner consistent with the form of the transactions contemplated by the Separation and Distribution Agreement (the "Form") including that the Distribution qualifies under Section 355 of the Code. (b) To the extent there is an inconsistency or an apparent inconsistency amongst the Returns relating to Pre-Distribution Taxes (including after taking into account Returns to be filed after the Distribution Date) and/or the Form, Penwest shall file Returns with respect to Post-Distribution Taxes in the manner directed by Parent. (c) Parent and Penwest agree to contest any proposed adjustment by any Taxing Authority that is, in the sole judgement of Parent, inconsistent with the provisions of this Section 6.

Consistent Reporting. (a) With respect to all taxable periods ending on or prior to December 31, 2001, Penwest, each member of the Penwest Group and any future Affiliates thereof shall file federal income tax and state income tax Returns in a manner consistent with the Returns filed (or to be filed) in respect to Pre-Distribution Taxes and in a manner consistent with the form of the transactions contemplated by the Separation and Distribution Agreement (the "Form") including that the Distribution qualifies under Section 355 of the Code. (b) To the extent there is an inconsistency or an apparent inconsistency amongst the Returns relating to Pre-Distribution Taxes (including after taking into account Returns to be filed after the Distribution Date) and/or the Form, Penwest shall file Returns with respect to Post-Distribution Taxes in the manner directed by Parent. (c) Parent and Penwest agree to contest any proposed adjustment by any Taxing Authority that is, in the sole judgement of Parent, inconsistent with the provisions of this Section 6.

Consistent Reporting. (a) With respect to all taxable periods ending on or prior to December 31[INSERT DATE], 2001, PenwestTLC, each member of the Penwest TLC Group and any future Affiliates thereof shall file federal income tax and state income tax Returns in a manner consistent with the Returns filed (or to be filed) in respect to Pre-Distribution Taxes and in a manner consistent with the form of the transactions contemplated by the Separation and Distribution Agreement (the "Form") including that the Distribution qualifies under Section 355 of the Code. (b) To the extent there is an inconsistency or an apparent inconsistency amongst the Returns relating to Pre-Distribution Taxes (including after taking into account Returns to be filed after the Distribution Date) and/or the Formform, Penwest TLC shall file Returns with respect to Post-Distribution Taxes in the manner directed by Parent. (c) Parent and Penwest TLC agree to contest any proposed adjustment by any Taxing Authority that is, in the sole judgement of Parent, inconsistent with the provisions of this Section 6.