Common use of Section 336(e) Election Clause in Contracts

Section 336(e) Election. (a) LGL and Mtron shall make a protective election under Section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron shall indemnify LGL for any cost to the LGL Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL and Mtron shall cooperate in the timely completion and filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 is intended to constitute a binding, written agreement to make an election under Section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the “Responsible Party”) as a result of any election set forth in this Section 4.5, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the “Other Party”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); provided, however, that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.

Section 336(e) Election. (a) LGL RRD and Mtron Donnelley Financial shall make a protective election under Section section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron Donnelley Financial shall indemnify LGL RRD for any cost to the LGL RRD Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL RRD and Mtron Donnelley Financial shall cooperate in the timely completion and and/or filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 4.6 is intended to constitute a binding, written agreement to make an election under Section section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the “Responsible Party”) as a result of any election set forth in this Section 4.54.6, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the “Other Party”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); provided, however, that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.

Section 336(e) Election. (a) LGL and Mtron Upon request by MSG Entertainment, Spinco shall make join with MSG Entertainment in making a protective election under Section section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron Spinco shall indemnify LGL MSG Entertainment for any cost to the LGL MSG Entertainment Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL MSG Entertainment and Mtron Spinco shall cooperate in the timely completion and and/or filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 4.6 is intended to constitute a binding, written agreement to make an election under Section section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the “Responsible Party”) as a result of any election set forth in this Section 4.54.6, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the “Other Party”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); provided, however, that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.

Section 336(e) Election. (a) LGL Networks and Mtron Spinco shall make a protective election under Section section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron Spinco shall indemnify LGL Networks for any cost to the LGL Networks Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL Networks and Mtron Spinco shall cooperate in the timely completion and and/or filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 4.6 is intended to constitute a binding, written agreement to make an election under Section section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the “Responsible Party”) as a result of any election set forth in this Section 4.54.6, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the “Other Party”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); provided, however, that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.

Section 336(e) Election. (a) LGL GAMCO and Mtron ACG shall make a protective election under Section section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron ACG shall indemnify LGL GAMCO for any cost to the LGL GAMCO Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL GAMCO and Mtron ACG shall cooperate in the timely completion and filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 is intended to constitute a binding, written agreement to make an election under Section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the “Responsible Party”) as a result of any election set forth in this Section 4.5, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the “Other Party”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); provided, however, that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.

Section 336(e) Election. (a) LGL and Mtron Upon request by MSG, Spinco shall make join with MSG in making a protective election under Section section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron Spinco shall indemnify LGL MSG for any cost to the LGL MSG Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL MSG and Mtron Spinco shall cooperate in the timely completion and and/or filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 4.6 is intended to constitute a binding, written agreement to make an election under Section section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the “Responsible Party”) as a result of any election set forth in this Section 4.54.6, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the “Other Party”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); provided, however, that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.

Section 336(e) Election. (a) LGL RRD and Mtron LSC shall make a protective election under Section section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron LSC shall indemnify LGL RRD for any cost to the LGL RRD Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL RRD and Mtron LSC shall cooperate in the timely completion and and/or filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 4.6 is intended to constitute a binding, written agreement to make an election under Section section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the “Responsible Party”) as a result of any election set forth in this Section 4.54.6, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the “Other Party”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); provided, however, that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.

Section 336(e) Election. (a) LGL Networks and Mtron Spinco shall make a protective election under Section section 336(e) of the Code (and any similar election under state or local law) with respect to the Distribution in accordance with Treasury Regulations Section section 1.336-2(h) and (j) (and any applicable provisions under state and local law), provided that Mtron Spinco shall indemnify LGL Networks for any cost to the LGL Networks Group of making such an election (but it being understood that any such cost arising from Taxes shall be limited to Excess Taxes). LGL Networks and Mtron Spinco shall cooperate in the timely completion and and/or filings of such elections and any related filings or procedures (including filing or amending any Tax Returns to implement an election that becomes effective). This Section 4.5 4.6 is intended to constitute a binding, written agreement to make an election under Section section 336(e) of the Code with respect to the Distribution. (b) If Taxes are allocated to a Party (the ““ Responsible PartyParty ”) as a result of any election set forth in this Section 4.54.6, then to the extent that such Taxes give rise to a Tax Benefit, other than a refund, credit or offset as described in Section 3.6(b), to the other Party (the ““ Other PartyParty ”) or any of its Affiliates, and such Tax Benefit results in an actual reduction in Taxes (determined on a with and without basis) of the Other Party or any of its Affiliates in any Tax Year, the Other Party shall pay to the Responsible Party in the relevant Tax Year an amount equal to such reduction in Taxes (determined on a with and without basis); providedprovided , howeverhowever , that this provision shall not apply to the extent that the actual reduction in Taxes for the relevant Tax Year and any unpaid reduction in Taxes for all prior Tax Years is less than $50,000.