Common use of Separate Returns Clause in Contracts

Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

Appears in 15 contracts

Samples: Tax Matters Agreement (Flex Ltd.), Tax Matters Agreement (Nextracker Inc.), Tax Matters Agreement (Nextracker Inc.)

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Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have exclusive control over the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate authority with agents of the applicable Taxing Authority and to control, resolve, settle, or agree respect to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result settlement of such Tax Contestliability, subject to Section 9.2(b)(i) and (ii) below.

Appears in 6 contracts

Samples: Tax Matters Agreement (Mural Oncology PLC), Tax Matters Agreement (Alkermes Plc.), Tax Matters Agreement (Mural Oncology PLC)

Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

Appears in 5 contracts

Samples: Tax Matters Agreement (Crane NXT, Co.), Tax Matters Agreement (Crane Co), Tax Matters Agreement (Crane Co)

Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II Section 2 hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

Appears in 4 contracts

Samples: Tax Matters Agreement, Tax Matters Agreement (Envista Holdings Corp), Tax Matters Agreement (Envista Holdings Corp)

Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have exclusive control over the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate authority with agents of the applicable Taxing Authority and to control, resolve, settle, or agree respect to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result settlement of such Tax Contestliability, subject to Section 9.2(b)(i) and ((ii)) below.

Appears in 4 contracts

Samples: Tax Matters Agreement (Ironwood Pharmaceuticals Inc), Tax Matters Agreement (Cyclerion Therapeutics, Inc.), Tax Matters Agreement (Cyclerion Therapeutics, Inc.)

Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II Section 2 hereof shall have exclusive control over the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate authority with agents of the applicable Taxing Authority and to control, resolve, settle, or agree respect to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result settlement of such Tax Contestliability, subject to Section 9.02(c) and Section 9.02(d) below.

Appears in 3 contracts

Samples: Tax Matters Agreement (Elanco Animal Health Inc), Tax Matters Agreement (Elanco Animal Health Inc), Tax Matters Agreement (Elanco Animal Health Inc)

Separate Returns. In Subject to Section 6.3, in the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

Appears in 2 contracts

Samples: Tax Matters Agreement (Atmus Filtration Technologies Inc.), Tax Matters Agreement (Atmus Filtration Technologies Inc.)

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Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, claim or adjustment proposed, asserted, asserted or assessed in connection with or as a result of such Tax Contest.

Appears in 2 contracts

Samples: Tax Matters Agreement (Vontier Corp), Tax Matters Agreement (Vontier Corp)

Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, settle or agree to any deficiency, claim, claim or adjustment proposed, asserted, asserted or assessed in connection with or as a result of such Tax Contest.

Appears in 1 contract

Samples: Tax Matters Agreement (Vontier Corp)

Separate Returns. In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof for the Tax that is the subject of such Tax Contest shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

Appears in 1 contract

Samples: Tax Matters Agreement (Sandisk Corp)

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