Failure to Perform. If a Party materially fails to comply with any of its obligations set forth in Section 8.2(a) upon reasonable request and notice by the other Party, and such failure results in the imposition of additional Taxes, the non-performing Party shall be liable in full for such additional Taxes notwithstanding anything to the contrary in this Agreement.
Appears in 6 contracts
Samples: Tax Matters Agreement (Theravance Inc), Tax Matters Agreement (Theravance Biopharma, Inc.), Tax Sharing Agreement (United Online Inc)
Failure to Perform. If a Party materially fails to comply with any of its obligations set forth in Section 8.2(a) Sections 7.01 or 7.02 upon reasonable request and notice by the other Party, and such failure results in the imposition of additional Taxes, the non-performing Party shall be liable in full for such additional Taxes notwithstanding anything to the contrary in this Agreement.
Appears in 5 contracts
Samples: Tax Matters Agreement (Vistra Energy Corp), Tax Matters Agreement (Vistra Energy Corp), Tax Matters Agreement (Energy Future Competitive Holdings Co LLC)
Failure to Perform. If a Party materially party fails to comply with any of its obligations set forth in Section 8.2(a9.02(a) of this Agreement upon reasonable request and notice by the other Partyparty, and such failure results in the imposition of additional Taxes, the non-performing Party nonperforming party shall be liable in full for such additional Taxes notwithstanding anything to the contrary in this AgreementTaxes.
Appears in 5 contracts
Samples: Tax Sharing Agreement (Adesa California, LLC), Tax Sharing Agreement (Adesa Inc), Tax Sharing Agreement (Adesa Inc)
Failure to Perform. If a Party materially party fails to comply with any of its obligations set forth in Section 8.2(a6.8(a) upon reasonable request and notice by the other Partyparty, and such failure results in the imposition of additional Taxes, the non-performing Party shall nonperforming party will be liable in full for such additional Taxes notwithstanding anything to the contrary in this AgreementTaxes.
Appears in 4 contracts
Samples: Tax Sharing Agreement (Civeo Corp), Tax Sharing Agreement (Civeo Corp), Tax Sharing Agreement (Forest Oil Corp)
Failure to Perform. If a Party materially party fails to comply with any of its obligations set forth in Section 8.2(a4.1(a) upon reasonable request and notice by the other Partyparty, and such failure results in the imposition of additional Taxes, the non-performing Party shall nonperforming party will be liable in full for such additional Taxes notwithstanding anything to the contrary in this AgreementTaxes.
Appears in 4 contracts
Samples: Tax Matters Agreement (Venator Materials PLC), Tax Matters Agreement (Venator Materials PLC), Tax Sharing Agreement (Enova International, Inc.)
Failure to Perform. If a Party materially fails to comply with any of its obligations set forth in Section 8.2(a8.1(a) upon reasonable request and notice by the other Party, and such failure results in the imposition of additional Taxes, the non-performing Party shall be liable in full for such additional Taxes notwithstanding anything to the contrary in this Agreement.
Appears in 3 contracts
Samples: Tax Sharing Agreement (A & B II, Inc.), Tax Sharing Agreement (Alexander & Baldwin Inc), Tax Sharing Agreement (A & B II, Inc.)
Failure to Perform. If a Party materially party fails to comply with any of its obligations set forth in Section 8.2(a6.7(a) upon reasonable request and notice by the other Partyparty, and such failure results in the imposition of additional Taxes, the non-performing Party shall nonperforming party will be liable in full for such additional Taxes notwithstanding anything to the contrary in this AgreementTaxes.
Appears in 3 contracts
Samples: Tax Sharing Agreement (California Resources Corp), Tax Sharing Agreement (Occidental Petroleum Corp /De/), Tax Sharing Agreement (California Resources Corp)
Failure to Perform. If a Party party materially fails to comply with any of its obligations set forth in Section 8.2(a8.1(a) upon reasonable request and notice by the other Partyparty, and such failure results in the imposition of additional Taxes, the non-performing Party party shall be liable in full for such additional Taxes notwithstanding anything to the contrary in this Agreement.
Appears in 2 contracts
Samples: Tax Sharing Agreement (Clearwater Paper Corp), Tax Sharing Agreement (Potlatch Forest Products CORP)
Failure to Perform. If a Party party materially fails to comply with any of its obligations set forth in Section 8.2(a) upon reasonable request and notice by the other Partyparty, and such failure results in the imposition of additional TaxesTaxes or Tax Detriment or the reduction of or limitation on any Tax Benefit or Tax Asset, the non-performing Party party shall be liable in full for such additional Taxes amount notwithstanding anything to the contrary in this Agreement.
Appears in 2 contracts
Samples: Tax Sharing Agreement (NTL Europe Inc), Tax Sharing Agreement (NTL Inc)
Failure to Perform. If a Party party materially fails to comply with any of its obligations set forth in Section 8.2(a) upon reasonable request and notice by the other Partyparty, and such failure results in the imposition of additional Taxes, the non-performing Party party shall be liable in full for such additional Taxes notwithstanding anything to the contrary in this Agreement.
Appears in 1 contract
Samples: Tax Sharing Agreement (Coach Inc)
Failure to Perform. If a Party materially fails to comply with any of its obligations set forth in Section 8.2(a) 7.01 or Section 7.02 upon reasonable request and notice by the other Party, and such failure results in the imposition of additional Taxes, the non-performing Party shall be liable in full for such additional Taxes notwithstanding anything to the contrary in this Agreement.
Appears in 1 contract
Samples: Purchase Agreement and Agreement and Plan of Merger (Energy Future Competitive Holdings Co LLC)
