Common use of Right to Review Tax Returns Clause in Contracts

Right to Review Tax Returns. To the extent that the positions taken on any Tax Return would reasonably be expected to materially adversely affect the Tax position of a Party (as between Flex and NewCo) other than the Party that is required to prepare and file any such Tax Return pursuant to Section 3.1 or 3.2 (the “Reviewing Party”), the Party required to prepare and file such Tax Return (the “Responsible Party”) shall prepare the portions of such Tax Return that relates to the business of the Reviewing Party, shall provide a draft of such portion of such Tax Return to the Reviewing Party for their review and comment at least 30 days prior to the Due Date for such Tax Return, and shall modify such portion of such Tax Return before filing to include the Reviewing Party’s reasonable comments.

Right to Review Tax Returns. To the extent that the positions taken on any Tax Return would reasonably be expected to materially adversely affect the Tax position of a the Party (as between Flex and NewCo) other than the Party that is required to prepare and file any such Tax Return pursuant to Section 3.1 or 3.2 (the “Reviewing Party”), the Party required to prepare and file such Tax Return (the “Responsible Preparing Party”) shall prepare the portions portion of such Tax Return that relates to the business of the Reviewing PartyParty (the Kellanova Business or the WKKC Business, as the case may be), shall provide a draft of such portion of such Tax Return to the Reviewing Party for their its review and comment at least 30 thirty (30) days prior to the Due Date due date for such Tax ReturnReturn (taking into account any applicable extensions), and shall modify such portion of such Tax Return before filing to include the Reviewing Party’s reasonable comments.

Right to Review Tax Returns. To the extent that the positions taken on any Tax Return would reasonably be expected to materially adversely affect the Tax position of a the Party (as between Flex and NewCo) other than the Party that is required to prepare and file any such Tax Return pursuant to Section 3.1 or Section 3.2 (the “Reviewing Party”), as determined by Parent in its reasonable discretion, the Party required to prepare and file such Tax Return (the “Responsible Preparing Party”) shall prepare the portions of such Tax Return that relates to the business of the Reviewing PartyParty (the Parent Business or the SpinCo Business, as the case may be), shall provide a draft of such portion of such Tax Return to the Reviewing Party for their its review and comment at least 30 thirty (30) days prior to the Due Date for such Tax Return, and shall modify such portion consider in good faith any comments with respect to items that would reasonably be expected to materially adversely affect the Tax position of such Tax Return before filing to include the Reviewing Party’s reasonable comments.

Right to Review Tax Returns. To the extent that the positions taken on any Tax Return would reasonably be expected to materially adversely affect the Tax position of a the Party (as between Flex and NewCo) other than the Party that is required to prepare and file any such Tax Return pursuant to Section 3.1 or 3.2 (the “Reviewing Party”), the Party required to prepare and file such Tax Return (the “Responsible Preparing Party”) shall prepare the portions of such Tax Return that relates to the business of the Reviewing PartyParty (the Fortive Retained Business or the Vontier Business, as the case may be), shall provide a draft of such portion of such Tax Return to the Reviewing Party for their its review and comment at least 30 thirty (30) days prior to the Due Date due date for such Tax Return, and shall modify such portion of such Tax Return before filing to include the Reviewing Party’s reasonable comments.

Right to Review Tax Returns. To the extent that the positions taken on any Tax Return would reasonably be expected to materially adversely affect the Tax position of a the Party (as between Flex and NewCo) other than the Party that is required to prepare and file any such Tax Return pursuant to Section 3.1 or 3.2 (the “Reviewing Party”), the Party required to prepare and file such Tax Return (the “Responsible Preparing Party”) shall prepare the portions of such Tax Return that relates to the business of the Reviewing PartyParty (the Xxxxxxx Retained Business or the Fortive Business, as the case may be), shall provide a draft of such portion of such Tax Return to the Reviewing Party for their its review and comment at least 30 thirty (30) days prior to the Due Date for such Tax Return, and shall modify such portion of such Tax Return before filing to include the Reviewing Party’s reasonable comments, provided, however, that nothing herein shall prevent the Preparing Party from timely filing any such Tax Return.