Common use of Filing Information Clause in Contracts

Filing Information. (a) Overnite Corporation shall supply UPC with (i) a completed pro forma consolidated Federal Income Tax return for the Overnite Consolidated Group for the 2003 Pre-Offering Period, together with all appropriate information necessary for the integration of such return into the consolidated Federal Income Tax return for the Overall Consolidated Group for such period, and (ii) the data and information relating to the Overnite Unitary Group necessary to prepare the Unitary Income Tax returns to be filed by UPC under this Agreement. (b) All the returns and information set forth in Section 2.2(a) shall be provided pursuant to timetables and instructions as mutually agreed by UPC and Overnite Corporation. In the event that Overnite Corporation (i) either does not timely provide such information or provides information that is incomplete or otherwise not reasonably satisfactory to UPC, and (ii) Overnite Corporation does not cure such defect within 30 Business Days after UPC gives notice thereof, UPC shall be entitled to require Overnite Corporation to engage, at Overnite Corporation’s expense, an independent accounting firm reasonably acceptable to UPC and Overnite Corporation to gather and provide the information which Overnite Corporation is required to provide under this Section 2.2. (c) The returns and information provided by Overnite Corporation pursuant to Section 2.2(a) shall be consistent with all elections and accounting methods used by the Overnite Consolidated Group in previous Tax periods, except as otherwise required by applicable law (including regulations) or agreed to by UPC. In addition, the Overnite Consolidated Group shall notify UPC of any changes to elections or accounting methods from the prior year. The Overnite Consolidated Group shall indemnify UPC for any Actual Loss suffered by the UPC Consolidated Group due to any failure of the Overnite Consolidated Group to comply with these requirements.