Control of Tax Proceedings. The Partnership shall have the right to control the defense, settlement or compromise of any Proceeding or Tax Claim; provided, however, that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Proceeding or Tax Claim could directly or indirectly affect (adversely or otherwise) the Protected Partners; the Protected Partners shall have the right to participate in such Proceeding or Tax Claim at their own expense; and the Partnership shall not settle, compromise and/or concede such Proceeding or Tax Claim without the Consent of the Protected Partners, which Consent shall not be unreasonably withheld, delayed or conditioned.
Appears in 3 contracts
Samples: Tax Protection Agreement (Empire State Realty Trust, Inc.), Tax Protection Agreement (Empire State Realty OP, L.P.), Tax Protection Agreement (Empire State Realty Trust, Inc.)
Control of Tax Proceedings. The REIT, as the general partner of the Partnership shall have the right to control the defense, settlement or compromise of any Proceeding or Tax Claim; provided, however, that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Proceeding or Tax Claim could directly or indirectly affect (adversely or otherwise) the Protected Partners; Partners and that the Protected Partners shall have the right to participate in such Proceeding or Tax Claim at their own expense; , and the Partnership REIT shall not settle, compromise and/or concede such Proceeding or Tax Claim without the Consent of the Protected Partners, which Consent shall not be unreasonably withheld, delayed or conditioned.
Appears in 2 contracts
Samples: Tax Protection Agreement, Tax Protection Agreement (Empire State Realty Trust, Inc.)
Control of Tax Proceedings. The Partnership shall have the right to control the defense, settlement or compromise of any Proceeding or Tax Claim; provided, however, that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Proceeding or Tax Claim could directly or indirectly affect (adversely or otherwise) the Protected Partners; the Protected Partners shall have the right to participate in such Proceeding or Tax Claim at their own expense; and the Partnership shall not settle, compromise and/or concede such Proceeding or Tax Claim without the Consent prior written consent of the Protected Partners, which Consent written consent shall not be unreasonably withheld, delayed or conditioned.
Appears in 2 contracts
Samples: Tax Protection Agreement (Farmland Partners Inc.), Tax Protection Agreement (Farmland Partners Inc.)
