Common use of Acquired Company Options Clause in Contracts

Acquired Company Options. (i) Upon the exercise of any Acquired Company Option (as defined in (d) below) following the Distribution, (1) Controlled shall claim any Tax deduction attributable to such exercise on its Tax Return and Distributing shall not claim such deduction on its Tax Return as originally filed, (2) Controlled shall pay to Distributing an amount equal to the Option Tax Value (as defined in (d) below), and (3) to the extent that such deduction is disallowed to Controlled, and a Tax Authority determines (a "Determination") that Distributing is entitled to such deduction to any extent, Distributing shall, to such extent, repay to Controlled the portion of the Option Tax Value attributable to such Acquired Company Option. (ii) Controlled shall pay to Distributing the Option Tax Value under this Section 2.03(a) within 30 days of the date that Distributing notifies Controlled of the amount thereof. Distributing shall pay to Controlled the Option Tax Value under this Section 2.03(a) within 30 days of the date that Controlled notifies Distributing of the receipt of a Determination (which notification shall be made promptly after receipt thereof).

Appears in 2 contracts

Sources: Tax Responsibility Allocation Agreement (Merck Medco Managed Care LLC), Tax Responsibility Allocation Agreement (Medco Health Solutions Inc)