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. Spinco shall assist MSG Entertainment, and MSG Entertainment 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 Indemnifying Party or Parties shall reimburse the Indemnified Party or Parties for any reasonable out-of-pocket costs and expenses incurred in complying with this Section 5.4.
Appears in 3 contracts
Samples: Tax Disaffiliation Agreement (MSGE Spinco, Inc.), Tax Disaffiliation Agreement (Madison Square Garden Entertainment Corp.), Tax Disaffiliation Agreement (MSGE 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 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. Spinco shall assist MSG EntertainmentMSG, and MSG Entertainment 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 Indemnifying Party or Parties shall reimburse the Indemnified Party or Parties for any reasonable out-of-pocket costs and expenses incurred in complying with this Section 5.4.
Appears in 3 contracts
Samples: Tax Disaffiliation Agreement (MSG Entertainment Spinco, Inc.), Tax Disaffiliation Agreement (Madison Square Garden Co), Tax Disaffiliation Agreement (MSG Entertainment 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 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. Spinco MSG shall assist MSG EntertainmentCablevision, and MSG Entertainment Cablevision shall assist SpincoMSG, in taking any remedial actions that are necessary or desirable to minimize the effects of any adjustment made by a Tax Authority. The Indemnifying Party or Parties shall reimburse the Indemnified Party or Parties for any reasonable out-of-pocket costs and expenses incurred in complying with this Section 5.4.
Appears in 2 contracts
Samples: Tax Disaffiliation Agreement (Cablevision Systems Corp /Ny), Tax Disaffiliation Agreement (Madison Square Garden, Inc.)