Common use of Information with Respect to Joint Returns Clause in Contracts

Information with Respect to Joint Returns. At the written request of Chesapeake, SSE shall provide Chesapeake with all Tax Records or other information then in the possession of the SSE Group that Chesapeake reasonably requests in order for Chesapeake to properly and timely file all Joint Returns. SSE shall provide such information no later than thirty days from the date of Chesapeake’s written request. However, if Chesapeake requests any such information within the thirty day period ending on the due date of such Joint Return, taking into account applicable extensions, SSE shall provide such information as soon as commercially reasonable. If SSE fails to satisfy the obligation provided for in the preceding three sentences, then, notwithstanding any other provision of this Agreement, SSE shall be liable for, and shall indemnify and hold harmless each member of the Chesapeake Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any resulting delay in filing such return, to the extent such penalties, interest or additional amounts in respect of Taxes are directly attributable to the delay in providing such information. If SSE provides such information within the time period described in this Section 6.1(a) in the form reasonably requested by Chesapeake to permit the timely filing of a Joint Return (or if no such information was requested by Chesapeake pursuant to this Section 6.1(a)), then, notwithstanding any other provision of this Agreement, Chesapeake shall be liable for, and shall indemnify and hold harmless each member of the SSE Group from and against, any penalties, interest, or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any delay in filing such Joint Return, to the extent such penalties, interest, or additional amounts in respect of Taxes are directly attributable to the delay in filing.

Information with Respect to Joint Returns. At the written request of Chesapeakethe Preparer, SSE the Non-Preparer shall provide Chesapeake the Preparer with (A) all Tax Records or other information then in the possession of the SSE Non-Preparer’s Group that Chesapeake are reasonably requests in order necessary for Chesapeake the Preparer to properly and timely file all Joint Returns and (B) to the extent applicable Tax Law permits Tax Items allocable to the Non-Preparer pursuant to Article II to be taken into account separately from Tax Items allocable to the Preparer pursuant to Article II, pro forma portions of such Joint Returns, prepared in a format reasonably acceptable to the Preparer and which include only Tax Items allocable to the Non-Preparer pursuant to Article II. SSE The Non-Preparer shall provide such information the materials described in subclauses (A) and (B) of the preceding sentence no later than thirty days from after the date of Chesapeakethe Preparer’s written request. However, if Chesapeake the Preparer requests any such information within the thirty day period ending on the due date of such Joint Return, taking into account applicable extensions, SSE the Non-Preparer shall provide such information as soon as commercially reasonable. If SSE the Non-Preparer fails to satisfy provide such materials within the obligation provided for time period described in this Section 6.1 and in the preceding three sentencesform reasonably requested by the Preparer to permit the timely filing of any Joint Return, then, notwithstanding any other provision of this Agreement, SSE the Non-Preparer shall be liable for, and shall indemnify and hold harmless each member of the Chesapeake Preparer’s Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any resulting delay in filing such return, to the extent such penalties, interest or additional amounts in respect of Taxes are directly attributable to the delay in providing such information. If SSE the Non-Preparer provides such information materials within the time period described in this Section 6.1(a) in the form reasonably requested by Chesapeake the Preparer to permit the timely filing of a Joint Return (or if no such information was requested by Chesapeake pursuant to this Section 6.1(a))Return, then, notwithstanding any other provision of this Agreement, Chesapeake the Preparer shall be liable for, and shall indemnify and hold harmless each member of the SSE Non-Preparer’s Group from and against, any penalties, interest, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any delay in filing such Joint Return, to the extent such penalties, interest, or additional amounts in respect of Taxes are directly attributable to the delay in filingreturn.

Information with Respect to Joint Returns. At the written request of Chesapeakethe Preparer, SSE the Non-Preparer shall provide Chesapeake the Preparer with (A) all Tax Records or other information then in the possession of the SSE Non-Preparer’s Group that Chesapeake are reasonably requests in order necessary for Chesapeake the Preparer to properly and timely file all Joint Returns and (B) to the extent applicable Tax Law permits Tax Items allocable to the Non-Preparer pursuant to ‎Article II to be taken into account separately from Tax Items allocable to the Preparer pursuant to ‎Article II, pro forma portions of such Joint Returns, prepared in a format reasonably acceptable to the Preparer and which include only Tax Items allocable to the Non-Preparer pursuant to ‎Article II. SSE The Non-Preparer shall provide such information the materials described in subclauses (A) and (B) of the preceding sentence no later than thirty days from after the date of Chesapeakethe Preparer’s written request. However, if Chesapeake the Preparer requests any such information within the thirty day period ending on the due date of such Joint Return, taking into account applicable extensions, SSE the Non-Preparer shall provide such information as soon as commercially reasonable. If SSE the Non-Preparer fails to satisfy provide such materials within the obligation provided for time period described in this ‎Section 6.1 and in the preceding three sentencesform reasonably requested by the Preparer to permit the timely filing of any Joint Return, then, notwithstanding any other provision of this Agreement, SSE the Non-Preparer shall be liable for, and shall indemnify and hold harmless each member of the Chesapeake Preparer’s Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any resulting delay in filing such return, to the extent such penalties, interest or additional amounts in respect of Taxes are directly attributable to the delay in providing such information. If SSE the Non-Preparer provides such information materials within the time period described in this Section ‎Section 6.1(a) in the form reasonably requested by Chesapeake the Preparer to permit the timely filing of a Joint Return (or if no such information was requested by Chesapeake pursuant to this Section 6.1(a))Return, then, notwithstanding any other provision of this Agreement, Chesapeake the Preparer shall be liable for, and shall indemnify and hold harmless each member of the SSE Non-Preparer’s Group from and against, any penalties, interest, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any delay in filing such Joint Return, to the extent such penalties, interest, or additional amounts in respect of Taxes are directly attributable to the delay in filing.return. Exhibit B Protected by FRE 408

Information with Respect to Joint Returns. At the written request of Chesapeakethe Preparer, SSE the Non-Preparer shall provide Chesapeake the Preparer with (A) all Tax Records or other information then in the possession of the SSE Non-Preparer’s Group that Chesapeake are reasonably requests in order necessary for Chesapeake the Preparer to properly and timely file all Joint Returns and (B) to the extent applicable Tax Law permits Tax Items allocable to the Non-Preparer pursuant to Article II to be taken into account separately from Tax Items allocable to the Preparer pursuant to Article II, pro forma portions of such Joint Returns, prepared in a format reasonably acceptable to the Preparer and which include only Tax Items allocable to the Non-Preparer pursuant to Article II. SSE The Non-Preparer shall provide such information the materials described in subclauses (A) and (B) of the preceding sentence no later than thirty days from Exhibit B Protected by FRE 408 after the date of Chesapeakethe Preparer’s written request. However, if Chesapeake the Preparer requests any such information within the thirty day period ending on the due date of such Joint Return, taking into account applicable extensions, SSE the Non-Preparer shall provide such information as soon as commercially reasonable. If SSE the Non-Preparer fails to satisfy provide such materials within the obligation provided for time period described in this Section 6.1 and in the preceding three sentencesform reasonably requested by the Preparer to permit the timely filing of any Joint Return, then, notwithstanding any other provision of this Agreement, SSE the Non-Preparer shall be liable for, and shall indemnify and hold harmless each member of the Chesapeake Preparer’s Group from and against, any penalties, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any resulting delay in filing such return, to the extent such penalties, interest or additional amounts in respect of Taxes are directly attributable to the delay in providing such information. If SSE the Non-Preparer provides such information materials within the time period described in this Section 6.1(a) in the form reasonably requested by Chesapeake the Preparer to permit the timely filing of a Joint Return (or if no such information was requested by Chesapeake pursuant to this Section 6.1(a))Return, then, notwithstanding any other provision of this Agreement, Chesapeake the Preparer shall be liable for, and shall indemnify and hold harmless each member of the SSE Non-Preparer’s Group from and against, any penalties, interest, interest or additional amounts in respect of Taxes (but excluding any Taxes underlying such amounts) assessed against any member of either Group by reason of any delay in filing such Joint Return, to the extent such penalties, interest, or additional amounts in respect of Taxes are directly attributable to the delay in filingreturn.