Costs and Expenses of Preparation. Subject to Section 2.3(b), (i) any out-of-pocket costs and expenses associated with preparing any U.S. federal, state or local Tax Returns with respect to taxable periods that begin before and include, but do not end on, the Distribution Date filed under Sections 2.1 or 2.2 shall be shared by the Parties in accordance with their respective Sharing Percentages and (ii) with respect to any Tax Return not described in (i) above, the Party responsible for preparing any Tax Return under Sections 2.1 or 2.2 shall be responsible for the costs and expenses associated with preparing such Tax Returns. The Party responsible for reimbursing the other Party incurring such out-of-pocket costs and expenses pursuant to this Section 2.4 shall reimburse such other Party within thirty (30) days of being notified and provided with evidence of the incurrence of such out-of-pocket costs and expenses.
Appears in 3 contracts
Samples: Tax Matters Agreement (Kimball Electronics, Inc.), Tax Matters Agreement (Kimball International Inc), Tax Matters Agreement (Kimball Electronics, Inc.)
Costs and Expenses of Preparation. Subject to Section 2.3(b3.3(b), (i) any out-of-pocket costs and expenses associated with preparing any U.S. federal, state or local Tax Returns with respect to taxable periods that begin before and include, but do not end on, the Distribution Date filed under Sections 2.1 3.1 or 2.2 3.2 shall be shared by the Parties in accordance with their respective Sharing Percentages and (ii) with respect to any Tax Return not described in (i) above, the Party responsible for preparing any Tax Return under Sections 2.1 3.1 or 2.2 3.2 shall be responsible for the costs and expenses associated with preparing such Tax Returns. The Party responsible for reimbursing the other Party incurring such out-of-pocket costs and expenses pursuant to this Section 2.4 3.4 shall reimburse such other Party within thirty (30) days of promptly upon being notified and provided with evidence of the incurrence of such out-of-pocket costs and expenses.
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Samples: Tax Matters Agreement (Leidos, Inc.), Tax Matters Agreement (SAIC Gemini, Inc.)