Common use of Ruling Process Control Clause in Contracts

Ruling Process Control. Each of Carrier and Otis hereby agrees that UTC shall have sole and exclusive control over the process of obtaining any private letter ruling (or other ruling), and that only UTC shall apply for such a private letter ruling (or other ruling). In connection with obtaining a private letter ruling pursuant to Section 7.04(b), UTC shall (i) keep the Requesting SpinCo informed in a timely manner of all material actions taken or proposed to be taken by UTC in connection therewith; (ii) (A) reasonably in advance of the submission of any related private letter ruling documents provide the Requesting SpinCo with a draft copy thereof, (B) reasonably consider the Requesting SpinCo’s comments on such draft copy, and (C) provide the Requesting SpinCo with a final copy; and (iii) UTC shall provide the Requesting SpinCo with notice reasonably in advance of, and the Requesting SpinCo shall have the right to attend, any formally scheduled meetings with the IRS (subject to the approval of the IRS) that relate to such private letter ruling. None of Xxxxxxx, Xxxx, or their respective directly or indirectly controlled Affiliates shall seek any guidance from the IRS or any other Tax Authority (whether written, verbal or otherwise) at any time concerning any Transaction that is the subject of a Tax Opinion/Ruling (including the impact of any transaction on any of the foregoing).

Ruling Process Control. Each of Carrier and Otis hereby agrees that UTC EQT shall have sole and exclusive control over the process of obtaining any private letter ruling (or other ruling)Post-Distribution Ruling, and that only UTC EQT shall be permitted to apply for such a private letter ruling (or other ruling)Post-Distribution Ruling. In connection with obtaining a private letter ruling Post-Distribution Ruling pursuant to Section 7.04(b), UTC shall (i) EQT shall keep the Requesting SpinCo informed in a timely manner of all material actions taken or proposed to be taken by UTC EQT in connection therewith; (ii) EQT shall (A) reasonably in advance of the submission of any related private letter ruling documents provide the Requesting SpinCo with a draft copy thereof, (B) reasonably consider the Requesting SpinCo’s comments on such draft copy, and (C) provide the Requesting SpinCo with a final copy; and (iii) UTC EQT shall provide the Requesting SpinCo with notice reasonably in advance of, and the Requesting SpinCo shall have the right to attend, any formally scheduled meetings with the IRS or other applicable Tax Authority (subject to the approval of the IRSIRS or such Tax Authority) that relate to such private letter rulingPost-Distribution Ruling. None Neither SpinCo nor any of Xxxxxxx, Xxxx, or their respective directly or indirectly controlled its Affiliates shall seek any guidance from the IRS or any other Tax Authority (whether written, verbal oral or otherwise) at any time concerning the Contributions, the Distributions, the Partnership Transactions or any Transaction that is of the subject of a Tax Opinion/Ruling other Separation Transactions (including the impact of any transaction on any of the foregoing).