Common use of Information with Respect to Joint Returns Clause in Contracts

Information with Respect to Joint Returns. At the written request of the Preparer, the Non-Preparer shall provide the Preparer with (A) all Tax Records or other information then in the possession of the Non-Preparer’s Group that are reasonably necessary for the Preparer to properly and timely file all Joint Returns and (B) to the extent applicable Tax Law permits Tax Items allocable to the Non-Preparer pursuant to Article II to be taken into account separately from Tax Items allocable to the Preparer pursuant to Article II, pro forma portions of such Joint Returns, prepared in a format reasonably acceptable to the Preparer and which include only Tax Items allocable to the Non-Preparer pursuant to Article II. The Non-Preparer shall provide the materials described in subclauses (A) and (B) of the preceding sentence no later than thirty days after the date of the Preparer’s written request. However, if the Preparer requests any such information within the thirty day period ending on the due date of such Joint Return, taking into account applicable extensions, the Non-Preparer shall provide such information as soon as commercially reasonable. If the Non-Preparer fails to provide such materials within the time period described in this Section 6.1 and in the form reasonably requested by the Preparer to permit the timely filing of any Joint Return, then, notwithstanding any other provision of this Agreement, the Non-Preparer shall be liable for, and shall indemnify and hold harmless each member of the Preparer’s Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any resulting delay in filing such return, to the extent such penalties, interest or additional amounts in respect of Taxes are directly attributable to the delay in providing such information. If the Non-Preparer provides such materials within the time period described in this Section 6.1(a) in the form reasonably requested by the Preparer to permit the timely filing of a Joint Return, then, notwithstanding any other provision of this Agreement, the Preparer shall be liable for, and shall indemnify and hold harmless each member of the Non-Preparer’s Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any delay in filing such return.

Appears in 3 contracts

Samples: Tax Sharing Agreement (Paragon Offshore PLC), Tax Sharing Agreement (Paragon Offshore Ltd.), Settlement Agreement (Paragon Offshore PLC)

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Information with Respect to Joint Returns. At the written request of the PreparerChesapeake, the Non-Preparer SSE shall provide the Preparer Chesapeake with (A) all Tax Records or other information then in the possession of the Non-Preparer’s SSE Group that are Chesapeake reasonably necessary requests in order for the Preparer Chesapeake to properly and timely file all Joint Returns and (B) to the extent applicable Tax Law permits Tax Items allocable to the Non-Preparer pursuant to Article II to be taken into account separately from Tax Items allocable to the Preparer pursuant to Article II, pro forma portions of such Joint Returns, prepared in a format reasonably acceptable to the Preparer and which include only Tax Items allocable to the Non-Preparer pursuant to Article II. The Non-Preparer SSE shall provide the materials described in subclauses (A) and (B) of the preceding sentence such information no later than thirty days after from the date of the PreparerChesapeake’s written request. However, if the Preparer Chesapeake requests any such information within the thirty day period ending on the due date of such Joint Return, taking into account applicable extensions, the Non-Preparer SSE shall provide such information as soon as commercially reasonable. If the Non-Preparer SSE fails to provide such materials within satisfy the time period described in this Section 6.1 and obligation provided for in the form reasonably requested by the Preparer to permit the timely filing of any Joint Returnpreceding three sentences, then, notwithstanding any other provision of this Agreement, the Non-Preparer SSE shall be liable for, and shall indemnify and hold harmless each member of the Preparer’s Chesapeake Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any resulting delay in filing such return, to the extent such penalties, interest or additional amounts in respect of Taxes are directly attributable to the delay in providing such information. If the Non-Preparer SSE provides such materials information within the time period described in this Section 6.1(a) in the form reasonably requested by the Preparer Chesapeake to permit the timely filing of a Joint ReturnReturn (or if no such information was requested by Chesapeake pursuant to this Section 6.1(a)), then, notwithstanding any other provision of this Agreement, the Preparer Chesapeake shall be liable for, and shall indemnify and hold harmless each member of the Non-Preparer’s SSE Group from and against, any penalties, interest interest, or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any delay in filing such returnJoint Return, to the extent such penalties, interest, or additional amounts in respect of Taxes are directly attributable to the delay in filing.

Appears in 2 contracts

Samples: Tax Sharing Agreement (Seventy Seven Energy Inc.), Tax Sharing Agreement (Chesapeake Oilfield Operating LLC)

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Information with Respect to Joint Returns. At the written request of the Preparer, the Non-Preparer shall provide the Preparer with (A) all Tax Records or other information then in the possession of the Non-Preparer’s Group that are reasonably necessary for the Preparer to properly and timely file all Joint Returns and (B) to the extent applicable Tax Law permits Tax Items allocable to the Non-Preparer pursuant to Article ‎Article II to be taken into account separately from Tax Items allocable to the Preparer pursuant to Article ‎Article II, pro forma portions of such Joint Returns, prepared in a format reasonably acceptable to the Preparer and which include only Tax Items allocable to the Non-Preparer pursuant to Article ‎Article II. The Non-Preparer shall provide the materials described in subclauses (A) and (B) of the preceding sentence no later than thirty days after the date of the Preparer’s written request. However, if the Preparer requests any such information within the thirty day period ending on the due date of such Joint Return, taking into account applicable extensions, the Non-Preparer shall provide such information as soon as commercially reasonable. If the Non-Preparer fails to provide such materials within the time period described in this Section ‎Section 6.1 and in the form reasonably requested by the Preparer to permit the timely filing of any Joint Return, then, notwithstanding any other provision of this Agreement, the Non-Preparer shall be liable for, and shall indemnify and hold harmless each member of the Preparer’s Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any resulting delay in filing such return, to the extent such penalties, interest or additional amounts in respect of Taxes are directly attributable to the delay in providing such information. If the Non-Preparer provides such materials within the time period described in this Section ‎Section 6.1(a) in the form reasonably requested by the Preparer to permit the timely filing of a Joint Return, then, notwithstanding any other provision of this Agreement, the Preparer shall be liable for, and shall indemnify and hold harmless each member of the Non-Preparer’s Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any delay in filing such return.

Appears in 1 contract

Samples: Settlement Agreement (Noble Corp)

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