Common use of Tax Returns to Be Prepared by Parent Clause in Contracts

Tax Returns to Be Prepared by Parent. Parent shall prepare (or cause to be prepared) and, to the extent permitted by Applicable Law, file (or cause to be filed) all SpinCo Separate Tax Returns that relate in whole or in part to any Pre-Distribution Period for which Parent is liable for any Taxes not allocated to SpinCo under this Agreement (excluding, for the avoidance of doubt, IRS Form 1065 (U.S. Return of Partnership Income) of JV and corresponding state or local Tax Returns (each, a “JV Income Tax Return”)); provided, however, that with respect to any such Tax Return that is prepared by Parent but required to be filed by a member of the Acquiror Group under Applicable Law, Parent shall provide such Tax Returns to Acquiror at least thirty (30) days prior to the due date for filing such Tax Returns (taking into account any applicable extension periods) with the amount of any Taxes shown as due thereon, and Acquiror shall execute and file (or cause to be executed and filed) the Tax Returns.