Agreed Issues. Alloy will not enter into any agreement with the IRS as agent for the Alloy Consolidated Group with respect to any Adjustment without the written consent of ▇▇▇▇▇*s (not to be unreasonable withheld or delayed) in those cases where the ▇▇▇▇▇*s Group would be liable for more than 50% of the proposed Tax Liability (as allocated under this Agreement) attributable to such Adjustment. For purposes of this paragraph, all determinations shall be made separately for each Adjustment.
Appears in 2 contracts
Sources: Tax Separation Agreement (dELiAs, Inc.), Tax Separation Agreement (dELiAs, Inc.)