Common use of Consolidated or Combined Tax Returns Clause in Contracts

Consolidated or Combined Tax Returns. Xxxx will elect and join, and will cause its respective Affiliates to elect and join, in filing any Parent State Combined Income Tax Returns, Parent Foreign Combined Income Tax Returns, and any other Joint Returns that Parent reasonably determines are required to be filed by the Companies or any of their Affiliates (or that Parent chooses to file pursuant to Section 4.02(a)) for any Tax Periods. With respect to any Xxxx Separate Returns relating to any Tax Period (or portion thereof) ending on or prior to the Distribution Date, Xxxx will elect and join, and will cause its respective Affiliates to elect and join, in filing consolidated, unitary, combined, or other similar joint Tax Returns, to the extent each entity is eligible to join in such Tax Returns, if Parent reasonably determines that the filing of such Tax Returns is consistent with past reporting practices, or, in the absence of applicable past practices, will result in the minimization of the net present value of the aggregate Tax to the entities eligible to join in such Tax Returns.

Appears in 3 contracts

Samples: Tax Matters Agreement (Arlo Technologies, Inc.), Tax Matters Agreement (Netgear, Inc), Tax Matters Agreement (Arlo Technologies, Inc.)

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Consolidated or Combined Tax Returns. Xxxx SpinCo will elect and join, and will cause its respective Affiliates to elect and join, in filing any Parent Federal Consolidated Income Tax Returns, Parent State Combined Income Tax Returns, Parent Foreign Combined Income Tax Returns, Returns and any other Joint Returns that Parent reasonably determines are required to be filed by the Companies or any of their Affiliates (or that Parent chooses to file pursuant to Section 4.02(a)) 4.02 for any Tax PeriodsPre-Deconsolidated Period or Straddle Period. With respect to any Xxxx SpinCo Separate Returns relating to any Tax Period (or portion thereof) ending on or prior to the Distribution Date, Xxxx SpinCo will elect and join, and will cause its respective Affiliates to elect and join, in filing consolidated, unitary, combined, or other similar joint Tax Returns, to the extent each entity is eligible to join in such Tax Returns, if Parent reasonably determines that the filing of such Tax Returns is consistent with past reporting practices, or, in the absence of applicable past practices, will result in the minimization of the net present value of the aggregate Tax to the entities eligible to join in such Tax Returns.

Appears in 3 contracts

Samples: Tax Matters Agreement (ZimVie Inc.), Tax Matters Agreement (Zimmer Biomet Holdings, Inc.), Tax Matters Agreement (ZimVie Inc.)

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Consolidated or Combined Tax Returns. Xxxx SpinCo will elect and join, and will cause its respective Affiliates to elect and join, in filing any Parent eBay State Combined Income Tax Returns, Parent eBay Foreign Combined Income Tax Returns, Returns and any other Joint Returns that Parent eBay reasonably determines are required to be filed (or that eBay chooses to file) by the Companies or any of their Affiliates (for Tax Periods ending on, before or that Parent chooses to file pursuant to Section 4.02(a)) for any Tax Periodsafter the Deconsolidation Date. With respect to any Xxxx SpinCo Separate Returns relating to any Tax Period (or portion thereof) ending on or prior to the Distribution Date, Xxxx SpinCo will elect and join, and will cause its respective Affiliates to elect and join, in filing consolidated, unitary, combined, or other similar joint Tax Returns, to the extent each entity is eligible to join in such Tax Returns, if Parent eBay reasonably determines that the filing of such Tax Returns is consistent with past reporting practices, or, in the absence of applicable past practices, will result in the minimization of the net present value of the aggregate Tax to the entities eligible to join in such Tax Returns.

Appears in 3 contracts

Samples: Tax Matters Agreement, Tax Matters Agreement (Ebay Inc), Tax Matters Agreement (PayPal Holdings, Inc.)

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