Common use of Tax Partnership Clause in Contracts

Tax Partnership. This Agreement is not intended and shall not be considered to create a partnership within the meaning of the federal common law or under the applicable laws of any state or under the laws of the state in which any party hereto is incorporated, organized or conducting business or to create a relationship whereby any of the parties shall be held liable for the acts, either of omission or commission, of any other party thereto; provided, however, that in the event a party should suffer a loss by reason of an unauthorized act of the other party hereto, the latter shall indemnify and save harmless the former. The parties expressly agree that no party hereto shall be responsible for the obligations of any other party, each party being severally responsible only for its obligations arising hereunder and liable only for its allocated share of the costs and expenses incurred hereunder. It is not the purpose or intention of this Agreement to create, and this Agreement should never be construed as creating, a relationship whereby any of the parties shall be held liable for acts, either of omission or commission, of any other party hereto. Notwithstanding the foregoing, each party hereto agrees that this Agreement creates a partnership for Federal and State income tax reporting purposes only, which tax partnership shall function and exist in accordance with the terms and provisions of Exhibit IV attached hereto. McMoRan agrees to provide to the Participant on a best efforts basis, by April 30th of each year, any information available to it relating to operations conducted pursuant to the Program that is necessary for Participant to prepare Schedule K-1 of its federal income tax return.