Payments Following a Parent Change of Control. In the event of a Parent Change of Control, all payments with respect to Structure Benefits following such Parent Change of Control shall be mutually determined by the Company and Parent acting in good faith based on the Parent Group’s projected standalone taxable income, which shall be calculated at the time of such Parent Change of Control based on the Parent Group’s standalone activities, balance sheet, Tax Attributes and other characteristics, in each case, immediately before such Parent Change of Control.
Appears in 5 contracts
Samples: Tax Matters Agreement (Westinghouse Air Brake Technologies Corp), Tax Matters Agreement (Westinghouse Air Brake Technologies Corp), Tax Matters Agreement (Transportation Systems Holdings Inc.)
