Consolidated Returns. CAC, the Seller and the Issuer are members of an affiliated group within the meaning of Section 1504 of the Internal Revenue Code which will file a consolidated federal income tax return at all times until the termination of the Basic Documents.
Consolidated Returns. The Originator, the Seller and the Issuer will file a consolidated federal income tax return at all times until the termination of the Basic Documents.
Consolidated Returns. The Contributor, the Depositor and the Issuer are members of an affiliated group within the meaning of Section 1504 of the Internal Revenue Code which will file a consolidated federal income tax return at all times until termination of the Transaction Documents.
Consolidated Returns. Company will not, nor will it permit any of its Subsidiaries to, file or consent to the filing of any consolidated income tax return with any Person (other than Holdings or any of its Subsidiaries).
Consolidated Returns. Ashland Global shall prepare and timely file (or cause to be prepared and timely filed) each Federal income Tax Return required to be filed on behalf of the Ashland Global Consolidated Group (an “Ashland Global Consolidated Return”). Ashland Global shall include the Valvoline Consolidated Group in such Tax Return if entitled to do so.
Consolidated Returns. (a) Equifax shall prepare and timely file all Consolidated Returns. Certegy shall have a reasonable period under the circumstances to review the 2000 and 2001 Consolidated Returns. The Consolidated Returns shall be prepared and filed by Equifax in compliance with applicable Tax laws and on a basis that is consistent with any Ruling Documents or legal opinion obtained by Equifax in connection with the Distribution or Separation and, subject to the foregoing, consistent with Equifax's prior Consolidated Returns.
Consolidated Returns. J&J shall prepare and timely file (or cause to be prepared and timely filed) each U.S. Federal income Tax Return required to be filed on behalf of the J&J Consolidated Group (a “J&J Consolidated Return”). J&J shall include the Kenvue Consolidated Group in such Tax Return if entitled to do so under applicable Law.
Consolidated Returns. Seller shall prepare (or cause to be prepared) and timely file all consolidated United States Income Tax Returns (within the meaning of Section 1501 of the Code and the Treasury Regulations promulgated pursuant to Section 1502 of the Code) and all other combined, joint, consolidated or unitary Tax Returns required to be filed with any Tax Authority (collectively the "Consolidated Returns") with respect to the Company and each subsidiary for any Tax Period including, or ending on or before, the Closing Date. Payment of Taxes shown to be due on such Consolidated Returns shall be made in accordance with Section 7.8 hereof. In a manner consistent with past custom and practice of Seller and the Company and each subsidiary, Purchaser shall timely provide (or cause to be provided) to the Seller all information (including pro forma Tax Returns, schedules, statements and supporting documentation) reasonably required in connection with the preparation and filing of such Consolidated Returns. Seller shall not elect, pursuant to Treasury Regulation Section 1.1502-20(g) or Treasury Regulation Section 1.1502-96(d), or any comparable provision of law or regulations, to reattribute to itself any portion of the net operating loss carryovers, net capital loss carryovers or section 382 limitation, if any, attributable to the Company or any of its subsidiaries. Any consolidated section 382 limitation applicable to the Seller and its subsidiaries (including the Company and its subsidiaries) as of the Closing Date, if any, shall be apportioned between the Seller and its subsidiaries (other than the Company and its subsidiaries), on the one hand, and the Company and its subsidiaries, on the other, pursuant to Treasury Regulation Section 1.1502-95 based on the relative fair market value of such entities immediately prior to the Closing Date. Any such allocation shall be proposed by the Seller for approval by the Purchaser, which approval shall not be unreasonably withheld.
Consolidated Returns. Notwithstanding any other provision of this Agreement, (a) Parent and its Affiliates will be entitled to control in all respects, and neither Purchaser nor any of its Affiliates will be entitled to participate in, any Tax Proceeding with respect to any U.S. federal, state, local or non-U.S. jurisdictional consolidated, combined or unitary Tax Return that includes Parent or any Affiliate of Parent, other than any Tax Return that includes solely one or more Purchased Companies, and (b) neither Parent nor any of its Affiliates will be required to provide any Person with any consolidated, combined or unitary Tax Return or copy thereof that includes Parent or any of its Affiliates (other than the Purchased Companies); provided, however, that to the extent that such Tax Returns would be required to be delivered but for this Section 10.5, the Person that would be required to deliver such Tax Returns will instead deliver portions or excerpts thereof (or pro forma Tax Returns) relating solely to the Purchased Companies.
Consolidated Returns. (a) Parent shall be responsible for the preparation and filing of all Consolidated Returns; provided, however, that Sub shall have the right to review, at least 10 days prior to the Return Due Date of any Consolidated Return, a draft of the portion of such Return that reflects the operations and tax items of the Sub Group.
