Common use of Participation of non-Controlling Party Clause in Contracts

Participation of non-Controlling Party. Unless the Parties exercise joint control and except to the extent Xxxxxx exercises sole control because it waived all related indemnities as provided in Section 6.02(b), the Party controlling the defense, compromise or settlement of any Tax Claim under this Section 6.02 will: (i) notify the non-controlling Party of significant developments with respect to such Tax Claim; (ii) keep the non-controlling Party reasonably informed; (iii) consult with the non-controlling Party with respect to any issue that reasonably could be expected to have an adverse effect on the non-controlling Party or any of its Subsidiaries (including by giving rise to an indemnity obligation of the non-Controlling Party); (iv) provide the non-controlling Party with an opportunity to attend, at the non-controlling Party’s own expense, as an observer, settlement discussions and other conferences or meetings with respect to such Tax Claim; and (v) notify the non-controlling Party of its intention to settle or compromise any Tax Claim and the terms of such settlement or compromise.

Participation of non-Controlling Party. Unless the Parties exercise joint control and except to the extent Xxxxxx exercises sole control because it waived all related indemnities as provided in Section 6.02(b)control, the Party controlling the defense, compromise or settlement of any Tax Claim under this Section 6.02 will: (i) notify the non-controlling Party of significant developments with respect to such Tax Claim; (ii) keep the non-controlling Party reasonably informed; (iii) consult with the non-controlling Party with respect to any issue that reasonably could be expected to have an adverse effect on the non-controlling Party or any of its Subsidiaries Affiliates (including by giving rise to an indemnity obligation of the non-Controlling PartyParty or any of its Affiliates); (iv) provide the non-controlling Party with an opportunity to attend, at the non-controlling Party’s own expense, as an observer, settlement discussions and other conferences or meetings with respect to such Tax Claim; and (v) notify the non-controlling Party party of its intention to settle or compromise any Tax Claim and the terms of such settlement or compromise.