Common use of Group Tax Returns Clause in Contracts

Group Tax Returns. Where a Transferred Entity is a member of a consolidated, combined, unitary or affiliated group or in a fiscal unity with Sellers or their Affiliates (other than the Transferred Entities) for any taxable period (or portion thereof) ending before the Closing Date, Sellers or their Affiliates (other than the Transferred Entities) (i) shall, if required or permitted by applicable law, use any of their losses, credits or other tax attributes to reduce the Tax liability of the Transferred Entity for taxable periods (or portions thereof) ending before the Closing Date and (ii) may, if required or permitted by applicable law, use any losses, credits or other tax attributes of the Transferred Entity arising in a taxable period (or portion thereof) ending before the Closing Date to reduce their own Tax liability and shall not be required to compensate the Transferred Entity or Purchaser for any such losses, credits or other tax attributes.

Appears in 2 contracts

Samples: Stock and Asset Purchase Agreement (Federal Mogul Corp), Stock and Asset Purchase Agreement (Federal-Mogul Holdings Corp)

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Group Tax Returns. Where a Transferred Sold Entity is a member of a consolidated, combined, unitary or affiliated group or in a fiscal unity with Sellers Seller or their Affiliates (other than the Transferred Sold Entities) for any taxable period (or portion thereof) ending before the Closing Date, Sellers Seller or their its Affiliates (other than the Transferred Sold Entities) (i) shall, if required or permitted by applicable lawLaw, use any of their losses, credits or other tax attributes to reduce the Tax liability of the Transferred Sold Entity for taxable periods (or portions thereof) ending before the Closing Date and (ii) may, if required or permitted by applicable lawLaw, use any losses, credits or other tax attributes of the Transferred Sold Entity arising in a taxable period (or portion thereof) ending before the Closing Date to reduce their own Tax liability and shall not be required to compensate the Transferred Sold Entity or Purchaser for any such losses, credits or other tax attributes.

Appears in 2 contracts

Samples: Share and Asset Purchase Agreement (Federal-Mogul Holdings Corp), Share and Asset Purchase Agreement (Federal-Mogul Holdings Corp)

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