Common use of Tax Accounting Practices Clause in Contracts

Tax Accounting Practices. Any Straddle Period Returns prepared by any member of the GenCorp Group or the OMNOVA Group shall be filed in accordance with past Tax accounting practices used with respect to the Tax Returns in question, and to the extent any items are not covered by past practices, in accordance with reasonable Tax accounting practices selected by GenCorp or OMNOVA, as the case may be (except that accounting elections and determinations shall be made by each Party, where reasonably possible, in a manner that minimizes the net Tax incurred by the other Party and its Affiliates). In the event any member of the GenCorp Group or the OMNOVA Group files Tax Returns for Straddle Periods that are inconsistent with such past Tax accounting practices, then, notwithstanding any provision of this Agreement to the contrary, in addition to any other remedies available, the other Party shall only be responsible for the amount of Taxes it would owe if such Tax Returns had been consistent with such past Tax accounting practices. The Parties shall consult regarding any such proposed changes in accounting methods and attempt in good faith to agree as to procedures to be followed and the amount of any indemnity hereunder.

Appears in 3 contracts

Samples: Tax Matters Agreement (Gencorp Inc), Tax Matters Agreement (Omnova Solutions Inc), Tax Matters Agreement (Omnova Solutions Inc)

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Tax Accounting Practices. Any Straddle Period Returns prepared by any member of the GenCorp Group or the OMNOVA Group shall be filed in accordance with past Tax accounting practices used with respect to the Tax Returns in question, and to the extent any items are not covered by past practices, in accordance with reasonable Tax accounting practices selected by GenCorp or OMNOVA, as the case may be (except that accounting elections and determinations shall be made by each Party, where reasonably possible, in a manner that minimizes the net Tax incurred by the other Party and its Affiliates). In the event any member of the GenCorp Group or the OMNOVA Group files Tax Returns for Straddle Periods that are inconsistent inconsistently with such past Tax accounting practices, then, notwithstanding any provision of this Agreement to the contrary, in addition to any other remedies available, the other Party shall only be responsible for the amount of Taxes it would owe if such Tax Returns had been consistent filed consistently with such past Tax accounting practices. The Parties shall consult regarding any such proposed changes in accounting methods and attempt in good faith to agree as to procedures to be followed and the amount of any indemnity hereunder.

Appears in 1 contract

Samples: Tax Matters Agreement (Omnova Solutions Inc)

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