Common use of Reporting of Transactions Clause in Contracts

Reporting of Transactions. Except to the extent otherwise required (x) by a change in applicable law or (y) as a result of a Final Determination, (i) none of UTC, Carrier, or Otis shall (and shall not permit or cause any member of its respective Group to) take any position that is inconsistent with the treatment of (A) any External Separation Transaction, any Internal Distribution, or any Internal Separation Transaction, in each case, as having U.S. Tax-Free Status (or analogous status under state or local law) or (B) any Foreign Separation intended to have Foreign Tax-Free Status as having such status, and (ii) no SpinCo shall (and shall not permit or cause any member of the relevant SpinCo Group to) take any position with respect to any material item of income, deduction, gain, loss, or credit on a Tax Return, or otherwise treat such item in a manner that is inconsistent with the manner such item is reported on a Tax Return required to be prepared or filed by UTC pursuant to Section 4.02 (including, without limitation, the claiming of a deduction previously claimed on any such Tax Return); provided, however, that, notwithstanding anything to the contrary herein, (1) if UTC determines that (x) notwithstanding the receipt of the Tax Opinion/Ruling with respect to the Carrier Foreign Distribution and the Otis Foreign Distribution, either or both of the Carrier Foreign Distribution and the Otis Foreign Distribution do not qualify for Foreign Tax-Free Status, or (y) there has been a change in relevant facts after the Deconsolidation Date as a result of which (I) any External Separation Transaction, any Internal Distribution, or any Internal Separation Transaction does not qualify for U.S. Tax-Free Status or (II) any Foreign Separation intended to have Foreign Tax-Free Status does not qualify for such status, then (2) UTC shall promptly notify Carrier and Otis in writing and, following such notice, each of the Parties shall report the Carrier Foreign Distribution and/or the Otis Foreign Distribution or such External Separation Transaction, Internal Distribution, Internal Separation Transaction, or Foreign Separation, as applicable, in the manner set forth in such notice (and shall not be permitted to take positions inconsistent with such notice).

Reporting of Transactions. Except to the extent otherwise required (x) by a change in applicable law or (y) as a result of a Final Determination, (ia) none of UTC, Carrier, or Otis neither Parent nor SpinCo shall (and shall not permit or cause any member of its respective Group to) take any position that is inconsistent with the treatment of (Ai) any External Separation Spin-Off Transaction, any Internal Distribution, or any Internal Separation Transaction, in each case, as having U.S. Tax-Free Status (or analogous status under state or local law) or (Bii) any Foreign Separation intended to have Foreign Tax-Free Status as having such status, and (iib) no SpinCo shall not (and shall not permit or cause any member of the relevant SpinCo Group to) take any position with respect to any material item of income, deduction, gain, loss, or credit on a Tax Return, or otherwise treat such item in a manner that is inconsistent with the manner in which such item is reported on a Tax Return required that Parent has the obligation or right to be prepared or filed by UTC file pursuant to Section 4.02 3.02(a) (including, without limitation, the claiming of a deduction previously claimed on any such Tax Return); provided, however, that, notwithstanding anything to the contrary herein, (1a) if UTC Parent determines that (x) notwithstanding the receipt of the Tax Opinion/Ruling with respect any Foreign Separation intended to the Carrier Foreign Distribution and the Otis Foreign Distribution, either or both of the Carrier Foreign Distribution and the Otis Foreign Distribution do not qualify for have Foreign Tax-Free Status, Status does not qualify for such status or (y) there has been a change in relevant facts after the Deconsolidation Distribution Date as a result of which (Ii) any External Separation Spin-Off Transaction, any Internal Distribution, or any Internal Separation Transaction does not qualify for U.S. Tax-Free Status or (IIii) any Foreign Separation intended to have Foreign Tax-Free Status does not qualify for such status, then (2b) UTC Parent shall promptly notify Carrier and Otis SpinCo in writing and, following such notice, each of the Parties shall report the Carrier relevant Foreign Distribution and/or the Otis Foreign Distribution or such Separation, External Separation Spin-Off Transaction, Internal Distribution, or Internal Separation Transaction, or Foreign Separation, as applicable, in the manner set forth in such notice (and shall not be permitted to take positions inconsistent with such notice).

Reporting of Transactions. Except to the extent otherwise required (x) by a change in applicable law or (y) as a result of a Final Determination, (i) none of UTCneither SYNNEX nor Concentrix shall, Carrier, or Otis shall (and shall not permit or cause any member of its respective Group to, (A) take any position that is either inconsistent with the treatment of (A) any External Separation Transaction, any Internal the Contribution and Distribution, or any Internal Separation Transaction, in each casetaken together, as having U.S. Tax-Free Status (or analogous status under state or local law) or or, (B) any Foreign Separation intended to have Foreign Tax-Free Status absent review and written consent from the other Party or as having such statusotherwise required by applicable law, and (ii) no SpinCo shall (and shall not permit or cause any member of the relevant SpinCo Group to) take any position with respect to any material an item of income, deduction, gain, loss, or credit on a Tax Return, or otherwise treat such item in a manner that which is inconsistent with the manner such item is reported on a Tax Return required with respect to a Pre-Deconsolidation Period, if such other Party is or would reasonably be expected to be prepared liable, in whole or filed by UTC pursuant to Section 4.02 in part, for any related increase in Tax liability resulting from a Final Determination (including, without limitation, the claiming of a deduction previously claimed on any such Tax Return); provided, however, that, notwithstanding anything to the contrary herein, (1) if UTC determines that (x) notwithstanding the receipt of the Tax Opinion/Ruling with respect to the Carrier Foreign Distribution and the Otis Foreign Distribution, either Return or both of the Carrier Foreign Distribution and the Otis Foreign Distribution do not qualify for Foreign Tax-Free Status, or (y) there has been a change in relevant facts transfer pricing methodology which is different from what was utilized by SYNNEX and Concentrix prior to the Distribution). Consolidated or Combined Tax Returns . Concentrix will elect and join, and will cause its respective Affiliates to elect and join, in filing any SYNNEX State Combined Income Tax Returns, SYNNEX Foreign Combined Income Tax Returns and any other Joint Returns that SYNNEX reasonably determines are required to be filed (or that SYNNEX chooses to file) by the Parties or any of their Affiliates for Tax Periods ending on, before or after the Deconsolidation Date as a result of which Date. With respect to any Concentrix Separate Returns relating to any Tax Period (Ior portion thereof) any External Separation Transactionending on or prior to the Distribution Date, any Internal DistributionConcentrix will elect and join, and will cause its respective Affiliates to elect and join, in filing consolidated, unitary, combined, or any Internal Separation Transaction does not qualify for U.S. Tax-Free Status or (II) any Foreign Separation intended other similar joint Tax Returns, to have Foreign Tax-Free Status does not qualify for the extent each entity is eligible to join in such statusTax Returns, then (2) UTC shall promptly notify Carrier and Otis in writing andif SYNNEX reasonably determines that the filing of such Tax Returns is consistent with past reporting practices, following such notice, each of the Parties shall report the Carrier Foreign Distribution and/or the Otis Foreign Distribution or such External Separation Transaction, Internal Distribution, Internal Separation Transaction, or Foreign Separation, as applicableor, in the manner set forth absence of applicable past practices, will result in the minimization of the net present value of the aggregate Tax to the entities eligible to join in such notice (and shall not be permitted to take positions inconsistent with such notice)Tax Returns.