Common use of Reporting of Transaction Tax Items Clause in Contracts

Reporting of Transaction Tax Items. The Companies agree that the tax treatment reported on any Tax Return of Tax Items relating to the Transaction shall be consistent with the treatment of such item in the Tax Opinion. To the extent there is a Tax Item relating to the Transaction which is not covered by the Tax Opinion, the Companies shall agree on the tax treatment of any such Tax Item reported on any Tax Return. For this purpose, the tax treatment of such Tax Items on a Tax Return by the Responsible Company with respect to such Tax Return shall be agreed to by the other Company unless either (i) such other Company reasonably believes that such tax treatment may result in a penalty or addition to Tax under applicable Tax Law, or (ii) such tax treatment is inconsistent with the tax treatment contemplated in the Tax Opinion. Such Tax Return shall be submitted for review pursuant to Section 4.06(a), and any dispute regarding such proper tax treatment shall be referred for resolution pursuant to Section 15, sufficiently in advance of the filing date of such Tax Return (including extensions) to permit timely filing of the return.

Reporting of Transaction Tax Items. The Companies agree that the tax treatment reported on any Tax Return of Tax Items relating to the Transaction shall be consistent with the treatment of such item in the IRS Private Letter Ruling or the Tax Opinion. To the extent there is a Tax Item relating to the Transaction Transactions which is not covered by the IRS Private Letter Ruling or the Tax Opinion, the Companies shall agree on the tax treatment of any such Tax Item reported on any Tax Return. For this purpose, the tax treatment of such Tax Items on a Tax Return shall be determined by the Responsible Company with respect to such Tax Return shall be agreed to by the other Company unless either Return, provided (i) such other Company reasonably believes that there is substantial authority for such tax treatment may result in a penalty or addition to Tax under applicable Tax Lawtreatment, or and (ii) such tax treatment is not inconsistent with the tax treatment contemplated in the IRS Private Letter Ruling or the Tax Opinion. Such Tax Return shall be submitted for review pursuant to Section 4.06(a3.5(a), and any dispute regarding such proper tax treatment shall be referred for resolution pursuant to Section 15, 13 sufficiently in advance of the filing date of such Tax Return (including extensions) to permit timely filing of the return.

Reporting of Transaction Tax Items. The Companies agree that the tax treatment reported on any Tax Return of Tax Items relating to the Transaction Transactions shall be consistent with the treatment of such item in the Tax OpinionIRS Ruling Letter. To the extent there is a Tax Item relating to the Transaction Transactions which is not covered by the Tax OpinionIRS Ruling Letter, the Companies shall agree on the tax treatment of any such Tax Item reported on any Tax Return. For this purpose, the tax treatment of such Tax Items on a Tax Return by the Responsible Company with respect to such Tax Return shall be agreed to by the other Company unless either (i) such other Company reasonably believes that there is no reasonable basis for such tax treatment may result in a penalty or addition to Tax under applicable Tax Lawtreatment, or (ii) such tax treatment is inconsistent with the tax treatment contemplated in the Tax OpinionRuling Request. Such Tax Return shall be submitted for review pursuant to Section 4.06(a), and any dispute regarding such proper tax treatment shall be referred for resolution pursuant to Section 15, sufficiently in advance of the filing date of such Tax Return (including extensions) to permit timely filing of the return.

Reporting of Transaction Tax Items. The Companies agree that the tax treatment reported on any Tax Return of Tax Items relating to the Transaction Transactions shall be consistent with the treatment of such item in the Tax OpinionIRS Ruling Letter. To the extent there is a Tax Item relating to the Transaction Transactions which is not covered by the Tax OpinionIRS Ruling Letter, the Companies shall agree on the tax treatment of any such Tax Item reported on any Tax Return. For this purpose, the tax treatment of such Tax Items on a Tax Return by the Responsible Company with respect to such Tax Return shall be agreed to by the other Company unless either (i) such other Company reasonably believes that there is no reasonable basis for such tax treatment may result in a penalty or addition to Tax under applicable Tax Lawtreatment, or (ii) such tax treatment is inconsistent with the tax treatment contemplated in the Tax OpinionTENNECO DISTRIBUTION AGREEMENT Xxxxxx Xxxuest. Such Tax Return shall be submitted for review pursuant to Section 4.06(a), and any dispute regarding such proper tax treatment shall be referred for resolution pursuant to Section 15, sufficiently in advance of the filing date of such Tax Return (including extensions) to permit timely filing of the return.

Reporting of Transaction Tax Items. The Companies agree that the tax treatment reported on any Tax Return of Tax Items relating to the Transaction Transactions shall be consistent with the treatment of such item in the Tax OpinionIRS Ruling Letter (as such term is defined in the Distribution Agreement) (unless such treatment is not permissible under the Code). To the extent there is a Tax Item relating to the Transaction Transactions which is not covered by the Tax OpinionIRS Ruling Letter, the Companies shall agree on the tax treatment of any such Tax Item reported on any Tax Return. For this purpose, the tax treatment of such Tax Items on a Tax Return shall be determined by the Responsible Company with respect to such Tax Return and shall be agreed to by the other Company unless either (i) such other Company reasonably believes that there is no reasonable basis as defined under Section 6662 of the Code for such tax treatment may result in a penalty or addition to Tax under applicable Tax Lawtreatment, or (ii) such tax treatment is inconsistent with would have a material impact on the tax treatment contemplated in other Company or the Tax OpinionRuling Request. Such Tax Return shall be submitted for review pursuant to Section 4.06(a4.6(a), and any dispute regarding such proper tax treatment shall be referred for resolution pursuant to Section 15, sufficiently in advance of the filing date of such Tax Return (including extensions) to permit timely filing of the return.

Reporting of Transaction Tax Items. The Companies agree that the tax treatment reported on any Tax Return of Tax Items relating to the Transaction Transactions shall be consistent with the treatment of such item in the Tax OpinionIRS Ruling Letter. To the extent there is a Tax Item relating to the Transaction Transactions which is not covered by the Tax OpinionIRS Ruling Letter, the Companies shall agree on the tax treatment of any such Tax Item reported on any Tax Return. For this purpose, the tax treatment of such Tax Items on a Tax Return by the Responsible Company with respect to such Tax Return shall be agreed to by the other Company unless either (i) such other Company reasonably believes that there is no reason able basis for such tax treatment may result in a penalty or addition to Tax under applicable Tax Lawtreatment, or (ii) such tax treatment is inconsistent with the tax treatment contemplated in the Tax OpinionRuling Request. Such Tax Return shall be submitted for review pursuant to Section 4.06(a), and any dispute regarding such proper tax treatment shall be referred for resolution pursuant to Section 15, sufficiently in advance of the filing date of such Tax Return (including extensions) to permit timely filing of the return.

Reporting of Transaction Tax Items. The Companies agree that the tax treatment reported on any Tax Return of Tax Items relating to the Transaction Transactions shall be consistent with the treatment of such item in the Tax OpinionIRS Ruling Letter. To the extent there is a Tax Item relating to the Transaction Transactions which is not covered by the Tax OpinionIRS Ruling Letter, the Companies shall agree on the tax treatment of any such Tax Item reported on any Tax Return. For this purpose, the tax treatment of such Tax Items on a Tax Return by the Responsible Company with respect to such Tax Return shall be agreed to by the other Company unless either (i) such other Company reasonably believes that there is no reasonable basis for such tax treatment may result in a penalty or addition to Tax under applicable Tax Lawtreatment, or (ii) such tax treatment is inconsistent with the tax treatment contemplated in the Tax OpinionRuling Request. Such Tax Return shall be submitted for review pursuant to Section 4.06(a), and any dispute regarding such TENNECO DISTRIBUTION AGREEMENT proper tax treatment shall be referred for resolution pursuant to Section 15, sufficiently in advance of the filing date of such Tax Return (including extensions) to permit timely filing of the return.