Common use of Refunds and Credits Clause in Contracts

Refunds and Credits. If Select, Concentra or any of their respective Affiliates receives any refund of any Taxes that the other Party has paid (the Party receiving, or whose Affiliate receives, such refund, a “Refund Recipient”), the Refund Recipient shall use commercially reasonable efforts to pay to the other Party the entire amount of the refund (net of any Taxes imposed with respect to the receipt of such refund) within sixty (60) days of receipt, and in any event shall pay to the other Party such amount as soon as practicable; provided, however, that the other Party, upon the request of the Refund Recipient, shall repay the amount paid to the other Party (plus any penalties, interest or other charges imposed by the relevant Taxing Authority) in the event the Refund Recipient or any of its Affiliates is required to repay such refund to the relevant Taxing Authority. For the avoidance of doubt, for purposes of this Section 2.06, Select shall be treated as having paid any Taxes of any member of the Select Consolidated Group or the Concentra Consolidated Group that are paid prior to the date hereof. If a Party would be a Refund Recipient but for the fact it (or its Affiliate) applied a refund to which it (or its Affiliate) would otherwise have been entitled to against a Tax liability arising in a subsequent taxable period, then for purposes of this Section 2.06, (i) such Party shall be treated as a Refund Recipient, (ii) the economic benefit of so applying the refund shall be treated as a refund and (iii) such Party shall be treated as receiving such refund on the due date of the Tax Return to which such refund is applied to reduce the subsequent Tax liability.

Refunds and Credits. If SelectSubject to and in accordance with Schedule A, Concentra if Novartis, Alcon or any of their respective Affiliates receives any a refund of any Taxes that a Tax for which the other Party has paid is liable (the Party receiving, in whole or whose Affiliate receives, such refund, in part) under this Agreement (a “Refund Recipient”), the such Refund Recipient shall use commercially reasonable efforts to pay to the other Party Party, within 30 days of receipt of such refund, an amount equal to the entire amount product of the refund (a) such refund, net of any Taxes imposed and reasonable out-of-pocket expenses incurred in connection with respect to the receipt of such refund, multiplied by (b) within sixty (60) days the percentage of receipt, and in any event shall pay to such Tax for which the other Party such amount as soon as practicable; provided, however, that the other Party, upon the request of the Refund Recipient, shall repay the amount paid is liable under this Agreement (reduced to the extent such other Party (plus any penalties, interest or other charges imposed by the relevant Taxing Authority) in the event the Refund Recipient or any of its Affiliates is required to repay such refund to the relevant Taxing Authority. For the avoidance of doubt, for purposes of this Section 2.06, Select shall be treated as having owes but has not yet paid any Taxes amount in respect of any member of the Select Consolidated Group or the Concentra Consolidated Group that are paid prior to the date hereofsuch Tax under this Agreement). If a Party would be a Refund Recipient but for the fact that it (or its Affiliate) applied elected to apply a refund to which it (or its Affiliate) would otherwise have been entitled to against a Tax liability arising in a subsequent taxable period, then for purposes of this Section 2.06the immediately preceding sentence, (i) such Party shall be treated as a Refund Recipient, (ii) Recipient and the economic benefit of so applying the refund shall be treated as a refund refund, and (iii) such Party shall be treated as receiving such refund on the due date of the Tax Return to which such refund is applied to reduce the subsequent Tax liability. If a Refund Recipient pays an amount to the other Party in respect of a refund under this Section 2.08 and such refund is subsequently disallowed or reduced by the relevant Taxing Authority, then such other Party shall repay such amount (or the relevant portion thereof, determined in accordance with the principles of this Section 2.08) to the Refund Recipient, net of any Taxes and reasonable out-of-pocket expenses incurred in connection with the receipt and repayment of such amount.

Refunds and Credits. If SelectJ&J, Concentra Kenvue or any of their respective Affiliates receives any refund of any Taxes that the other Party has paid (the Party receiving, or whose Affiliate receives, such refund, a “Refund Recipient”), the Refund Recipient shall use commercially reasonable efforts to pay to the other Party the entire amount of the refund (net of any Taxes imposed with respect to the receipt of such refund) within sixty (60) 60 days of receipt, and in any event shall pay to the other Party such amount as soon as practicable; provided, however, that the other Party, upon the request of the Refund Recipient, shall repay the amount paid to the other Party (plus any penalties, interest or other charges imposed by the relevant Taxing Authority) in the event the Refund Recipient or any of its Affiliates is required to repay such refund to the relevant Taxing Authorityrefund. For the avoidance of doubt, for purposes of this Section 2.062.07, Select J&J shall be treated as having paid any Taxes of any member of the Select Consolidated J&J Group or the Concentra Consolidated Kenvue Group that are paid prior to the date hereof. If a Party would be a Refund Recipient but for the fact it (or its Affiliate) applied a refund to which it (or its Affiliate) would otherwise have been entitled to against a Tax liability arising in a subsequent taxable period, then for purposes of this Section 2.062.07, (i) such Party shall be treated as a Refund Recipient, (ii) the economic benefit of so applying the refund shall be treated as a refund and (iii) such Party shall be treated as receiving such refund on the due date of the Tax Return to which such refund is applied to reduce the subsequent Tax liability.