Common use of Control of Tax Proceedings Clause in Contracts

Control of Tax Proceedings. The REIT, as the sole owner of the general partner of the Partnership shall have the right to control the defense, settlement or compromise of any Tax Proceeding or Tax Claim; provided, however, that the REIT shall not consent to the entry of any judgment or enter into any settlement with respect to such Tax Claim or Tax Proceeding that could result in tax liability to a Protected Partner without the prior written consent of the Protected Partner which shall not be unreasonably conditioned, delayed or denied (and shall not be denied to the extent that any taxes required to be paid by the Protected Partners as a result thereof would be required to be reimbursed by the Partnership and the REIT under Article 4 and the Partnership and the REIT agree in connection with such settlement or consent, to make such required payments); provided further that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Tax Proceeding or Tax Claim could, directly or indirectly, affect (adversely or otherwise) the Protected Partners and that the Protected Partners shall have the right to review and comment on any and all submissions made to the IRS, a court, or other governmental body with respect to such Tax Claim or Tax Proceeding and that the Partnership will consider such comments in good faith. The Protected Partners shall have the right to participate in any such Tax Proceeding or Tax Claim at their own expense.

Control of Tax Proceedings. The REIT, as the sole owner of member in the general partner of the Partnership Partnership, shall have the right to control the defense, settlement or compromise of any Tax Proceeding or Tax Claim; provided, however, that the REIT shall not consent to the entry of any judgment or enter into any settlement with respect to such Tax Claim or Tax Proceeding that could result in tax liability to a Protected Partner (or Indirect Owner) without the prior written consent of the affected Protected Partner which shall not be unreasonably conditionedPartners (unless, delayed or denied (and shall not be denied only to the extent extent, that any taxes required to be paid by the Protected Partners Partner (or Indirect Owners) as a result thereof would be required to be reimbursed by the Partnership and the REIT under Article 4 4, and the Partnership and the REIT agree in connection with such settlement or consent, consent to make such required payments); provided further that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Tax Proceeding or Tax Claim could, could directly or indirectly, indirectly affect (adversely or otherwise) the Protected Partners (or Indirect Owners) and that the Protected Partners Partner shall have the right to review and comment on any and all submissions made to the IRSInternal Revenue Service, a court, or other governmental body with respect to such Tax Claim or Tax Proceeding and that the Partnership will consider such comments in good faith. The Protected Partners shall have the right to participate in any such Tax Proceeding or Tax Claim at their own expense.

Control of Tax Proceedings. The REIT, as the sole owner of member in the general partner of the Partnership Partnership, shall have the right to control the defense, settlement or compromise of any Tax Proceeding or Tax Claim; provided, however, that the REIT shall not consent to the entry of any judgment or enter into any settlement with respect to such Tax Claim or Tax Proceeding that could result in tax liability to a Protected Partner (or Indirect Owner) without the prior written consent of the affected Protected Partner which shall not be unreasonably conditionedPartners (unless, delayed or denied (and shall not be denied only to the extent extent, that any taxes required to be paid by the Protected Partners Partner (or Indirect Owners) as a result thereof would be required to be reimbursed by the Partnership and the REIT under Article 4 4, and the Partnership and the REIT agree in connection with such settlement or consent, consent to make such required payments); provided further that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Tax Proceeding or Tax Claim could, could directly or indirectly, indirectly affect (adversely or otherwise) the Protected Partners (or Indirect Owners) and that the Protected Partners Partner shall have the right to review and comment on any and all submissions made to the IRSto Internal Revenue Service, a court, or other governmental body with respect to such Tax Claim or Tax Proceeding and that the Partnership will consider such comments in good faith. The Protected Partners shall have the right to participate in any such Tax Proceeding or Tax Claim at their own expense.

Control of Tax Proceedings. The REIT, as the sole owner of the general partner of the Partnership and the Partnership’s “tax partner,” shall have the right to control the defense, settlement or compromise of any Tax Proceeding or Tax Claim; provided, however, that that, except to the extent otherwise required by law, the REIT shall not consent to the entry of any judgment or enter into any settlement with respect to such Tax Claim or Tax Proceeding that could result in tax liability to a Protected Partner without the prior written consent of the Protected Partner Partner, which shall not be unreasonably conditionedwithheld, conditioned or delayed or denied (unless, and shall not be denied only to the extent extent, that any taxes required to be paid by the Protected Partners Partner as a result thereof would be required to be reimbursed by the Partnership and the REIT under Article 4 III and the Partnership and the REIT agree in connection with such settlement or consent, to make such required payments); provided further that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Tax Proceeding or Tax Claim could, directly or indirectly, affect (adversely or otherwise) the Protected Partners and that the Protected Partners shall have the right to review and comment on any and all submissions made to the IRS, a court, or other governmental body with respect to such Tax Claim or Tax Proceeding and that the Partnership will consider such comments in good faith. The Nothing in this agreement shall prohibit a Protected Partners shall have the right to participate Partner from participating in any such Tax Proceeding or Tax Claim at their his or her own expense.

Control of Tax Proceedings. The REIT, as the sole owner of member in the general partner of the Partnership Partnership, shall have the right to control the defense, settlement or compromise of any Tax Proceeding or Tax Claim; provided, however, that the REIT shall not consent to the entry of any judgment or enter into any settlement with respect to such Tax Claim or Tax Proceeding that could result in tax liability to a Protected Partner (or Indirect Owner) without the prior written consent of the affected Protected Partner which shall not be unreasonably conditioned(unless, delayed or denied (and shall not be denied only to the extent extent, that any taxes required to be paid by the Protected Partners Partner (or Indirect Owners) as a result thereof would be required to be reimbursed by the Partnership and the REIT under Article 4 4, and the Partnership and the REIT agree in connection with such settlement or consent, consent to make such required payments); provided further that the Partnership shall keep the Protected Partners duly informed of the progress thereof to the extent that such Tax Proceeding or Tax Claim could, could directly or indirectly, indirectly affect (adversely or otherwise) the Protected Partners (or Indirect Owners) and that the Protected Partners Partner shall have the right to review and comment on any and all submissions made to the IRSInternal Revenue Service, a court, or other governmental body with respect to such Tax Claim or Tax Proceeding and that the Partnership will consider such comments in good faith. The Protected Partners shall have the right to participate in any such Tax Proceeding or Tax Claim at their own expense.