Common use of Adjustments Resulting in Underpayments Clause in Contracts

Adjustments Resulting in Underpayments. In the case of any adjustment pursuant to a Final Determination with respect to any Tax Return reflecting Taxes for which the Non-Filing Company is responsible for payment, in whole or in part, under Article II, (i) the Filing Company shall pay to the applicable Tax Authority when due any additional Taxes due with respect to such Tax Return required to be paid as a result of such adjustment, (ii) the Responsible Company shall compute the amount of such Taxes allocable to the Non-Filing Company under the provisions of Article II and shall provide written notice, accompanied by a statement detailing the Taxes paid and describing in reasonable detail the particulars relating thereto, to the other Company and (iii) the Non-Filing Company shall pay to the Filing Company the amount of such Taxes allocable to the Non-Filing Company under the provisions of Article II within twenty (20) Business Days of the date of receipt of such written notice and statement; provided that no such payment shall be required to be made earlier than five (5) Business Days prior to the date the additional Tax is required to be paid to the applicable Tax Authority.

Adjustments Resulting in Underpayments. In the case of any adjustment pursuant to a Final Determination with respect to any Tax Return reflecting Taxes for which Return, the Non-Filing Company is responsible for payment, in whole or in part, under Article II, (i) the Filing Responsible Company shall pay to the applicable Tax Authority when due any additional Taxes due with respect to such Tax Return required to be paid as a result of such adjustment, (ii) the . The Responsible Company shall compute the amount of such Taxes allocable to the Non-Filing other Company under the provisions of Article II Section 2 or Section 3 as promptly as practicable (but in no event less than fifteen (15) Business Days prior to the relevant Payment Date) and shall provide written noticenotice and demand for payment of such amount, accompanied by a statement detailing the Taxes paid and describing in reasonable detail the particulars particular relating thereto, to the other Company and (iii) the Non-Filing Company. The other Company shall pay to the Filing Responsible Company the amount of such Taxes allocable to the Non-Filing other Company under the provisions of Article II Section 2 within twenty ten (2010) Business Days of the date of receipt of such written notice and statementdemand; provided that no such payment shall be required to be made earlier than five ten (510) Business Days prior to the date the additional Tax is required to be paid to the applicable Tax Authority.