Tax Return Preparations Sample Clauses

Tax Return Preparations. Seller Representative will prepare, or cause to be prepared, and timely file, or cause to be timely filed, (i) all Flow-Through Tax Returns of the Company Entities (at the cost of the Unitholders, other than the Blockers, and the Blocker Sellers) and (ii) all income Tax Returns for the Blockers (at the sole cost of the Blocker Sellers), in each case, for any income Tax period that ends on or before the Closing Date the due date of which is after the Closing Date (“Seller Tax Returns”). All such Seller Tax Returns will be prepared in a manner consistent with the past procedures and practices and accounting methods of the Company Entities and the Blockers except as required by applicable Law or on account of a change in fact or circumstance arising since the preparation or filing of the immediately preceding Seller Tax Return. Seller Representative will submit each such Seller Tax Return to Buyer for Buyer’s review, comment and consent (not to be unreasonably withheld, conditioned, or delayed) at least thirty (30) days prior to the filing or due date (whichever is earlier) of such Seller Tax Return.