Cooperation Regarding Tax Contests. The Parties shall provide each other with all information relating to a Tax Contest which is needed by the other Party or Parties to handle, participate in, defend, settle or contest the Tax Contest. At the request of any Party, the other Parties shall take any action (e.g., executing a power of attorney) that is reasonably necessary in order for the requesting Party to exercise its rights under this Agreement in respect of a Tax Contest. Each Party shall assist the other Party or Parties, as the case may be, in taking any remedial actions that are necessary or desirable to minimize the effects of any adjustment made by a Tax Authority. The Payor or Parties shall reimburse the Payee or Payees for any reasonable out-of-pocket costs and expenses incurred in complying with this Section 6.4.
Appears in 5 contracts
Samples: Agreement for Allocation and Settlement of Income Tax Liabilities, Agreement for Allocation and Settlement of Income Tax Liabilities (First Hawaiian, Inc.), Tax Sharing Agreement (First Hawaiian, Inc.)
Cooperation Regarding Tax Contests. The Parties shall provide each other with all information relating to a Tax Contest which is needed by the other Party or Parties to handle, participate in, defend, settle or contest the Tax Contest. At the request of any Partyparty, the other Parties shall take any action (e.g., executing a power of attorney) that is reasonably necessary in order for the requesting Party to exercise its rights under this Agreement in respect of a Tax Contest. Each Party Spinco shall assist the other Party or PartiesNetworks, as the case may beand Networks shall assist Spinco, in taking any remedial actions that are necessary or desirable to minimize the effects of any adjustment made by a Tax Authority. The Payor Indemnifying Party or Parties shall reimburse the Payee Indemnified Party or Payees Parties for any reasonable out-of-pocket costs and expenses incurred in complying with this Section 6.45.4.
Appears in 4 contracts
Samples: Tax Disaffiliation Agreement (Madison Square Garden Entertainment Corp.), Tax Disaffiliation Agreement (Madison Square Garden Co), Tax Disaffiliation Agreement (MSG Spinco, Inc.)
Cooperation Regarding Tax Contests. The Parties shall provide each other with all information relating to a Tax Contest which is needed by the other Party or Parties to handle, participate in, defend, settle or contest the Tax Contest. At the request of any Partyparty, the other Parties shall take any action (e.g., executing a power of attorney) that is reasonably necessary in order for the requesting Party to exercise its rights under this Agreement in respect of a Tax Contest. Each Party Spinco shall assist the other Party or PartiesParent, as the case may beand Parent shall assist Spinco, in taking any remedial actions that are necessary or desirable to minimize the effects of any adjustment made by a Tax Authority. The Payor Indemnifying Party or Parties shall reimburse the Payee Indemnified Party or Payees Parties for any reasonable out-of-pocket costs and expenses incurred in complying with this Section 6.45.4.
Appears in 2 contracts
Samples: Tax Disaffiliation Agreement (Douglas Elliman Inc.), Tax Disaffiliation Agreement (Douglas Elliman Inc.)
