Common use of Responsibility for Filing Clause in Contracts

Responsibility for Filing. (a) Methode shall have the sole and exclusive responsibility for the preparation and filing of (i) all Tax Returns for Pre-Distribution Periods and, except as provided to the contrary in Section 2.02(b) below, any Distribution Straddle Period, and (ii) all Tax Returns for (or that relate to the businesses, assets or activities of) the Methode Group for Post-Distribution Periods (the Tax Returns described in (i) and (ii), collectively, the "Methode Returns"). (b) Stratos shall have the sole and exclusive responsibility for the preparation and filing of all Tax Returns for (or that relate to the businesses, assets or activities of) the Stratos Group (i) for Post-Distribution Periods and (ii) for any Distribution Straddle Period, PROVIDED that such Distribution Straddle Period Tax Return does not relate to or include any Tax Item attributable to any business, asset or activity of any member of the Methode Group, and PROVIDED, FURTHER, that, to the extent Methode is responsible pursuant to Article III hereof for any Taxes shown on the Distribution Straddle Period Tax Return, Stratos shall provide to Methode for its review a copy of any such Distribution Straddle Period Tax Return at least 45 days prior to the due date thereof (including extensions), and Methode shall provide comments to Stratos within 30 days after its receipt thereof (the Tax Returns described in (i) and (ii), collectively, the "Stratos Returns"). (c) The preparation and/or filing by Methode or one of its Affiliates of any Stratos Return under the Master Transitional Services Agreement or any other Ancillary Agreement shall not cause such Tax Return to be characterized as a Methode Return for purposes of this Agreement, and shall not otherwise affect the rights, responsibilities, obligations or liabilities of the Parties under this Agreement.

Appears in 3 contracts

Samples: Tax Sharing and Indemnification Agreement (Stratos Lightwave Inc), Tax Sharing and Indemnification Agreement (Methode Electronics Inc), Tax Sharing and Indemnification Agreement (Stratos Lightwave Inc)

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Responsibility for Filing. (a) Methode Columbia/HCA shall have the ------------------------- sole and exclusive responsibility for the preparation and filing of (i) all Tax Returns for Pre-Distribution Periods and, except as provided to the contrary in Section 2.02(b) or (c), below, any Distribution Straddle PeriodPeriods, and (ii) all Tax Returns for (or that relate to the businesses, assets or and activities of) the Methode Columbia/HCA Group for Post-Distribution Periods (the Tax Returns described in (i) and (ii), collectively, the "Methode Columbia/HCA Returns"). (b) Stratos LifePoint shall have the sole and exclusive responsibility for the preparation and filing of all Tax Returns for (or that relate to the businesses, assets or activities of) the Stratos LifePoint Group (i) for Post-Distribution Periods and (ii) for any Distribution Straddle Period, PROVIDED provided that such Distribution Straddle Period Tax Return does not relate to or include any Tax Item attributable to any business, asset or activity of any member of the Methode Columbia/HCA Group or Triad Group, and PROVIDEDprovided, FURTHERfurther, that, that Columbia/HCA shall be permitted to the extent Methode is responsible pursuant to Article III hereof for any Taxes shown on the Distribution Straddle Period Tax Return, Stratos shall provide to Methode for its review a copy of any such Distribution Straddle Period Tax Return (at least 45 30 days prior to the due date thereof (including extensions), ) and Methode shall provide comments approve prior to Stratos within 30 days after its receipt thereof filing all such Straddle Period Tax Returns (the Tax Returns described in (i) and (ii), collectively, the "Stratos LifePoint Returns"). (c) Triad shall have the sole and exclusive responsibility for the preparation and filing of all Tax Returns for (or that relate to the businesses, assets or activities of) the Triad Group (i) for Post-Distribution Periods and (ii) for any Straddle Period, provided that such Tax Return does not relate to or include any business, asset or activity of any member of the Columbia/HCA Group or LifePoint Group, and provided, further, that Columbia/HCA shall be permitted to review (at least 30 days prior to the due date thereof (including extensions)) and approve prior to filing all such Straddle Period Tax Returns (the Tax Returns described in (i) and (ii), collectively, the "Triad Returns"). (d) The preparation and/or filing by Methode Columbia/HCA or one of its Affiliates of any Stratos LifePoint Return or Triad Return under the Master Transitional Services Agreement Agreements or any other Ancillary Agreement shall not cause such Tax Return to be characterized as a Methode Columbia/HCA Return for purposes of this Agreement, and shall not otherwise affect the rights, responsibilities, obligations or liabilities of the Parties under this Agreement.

Appears in 1 contract

Samples: Tax Sharing and Indemnification Agreement (Triad Hospitals Inc)

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