Participation Rights. Any party whose liability for Taxes may be affected by a Tax Audit shall be entitled to participate at its expense in such defense and to employ counsel of its choice at its expense.
Appears in 9 contracts
Samples: Stock and Asset Purchase Agreement (Imperial Sugar Co /New/), Purchase Agreement (Euramax International, Inc.), Stock Purchase Agreement (Nci Building Systems Inc)
Participation Rights. Any party whose liability for Taxes may be affected by a Tax Audit shall be entitled to participate at its expense in such defense and to employ counsel of its choice at its expenseexpense and shall have the right to consent to any settlement of such Tax Audit, (such consent not to be unreasonably withheld) to the extent that such settlement would have an adverse effect for a period for which that party is liable for Taxes, under this Agreement or otherwise.
Appears in 2 contracts
Samples: Transaction Agreement (Texas Genco Inc.), Transaction Agreement (Centerpoint Energy Inc)
Participation Rights. Any party whose liability for Taxes may be affected by a Tax Audit shall be entitled to participate at its own expense in such defense and to employ counsel of its choice at its own expense.
Appears in 2 contracts
Samples: Stock and VSR Purchase Agreement (Mafco Consolidated Group Inc), Stock and VSR Purchase Agreement (Mafco Consolidated Group Inc)
Participation Rights. Any party whose liability for Taxes may be affected by a Tax Audit, whether or not defense of such Tax Audit is controlled by such party, shall be entitled to participate at its expense in such defense and to employ counsel of its choice at its expense.
Appears in 1 contract
Participation Rights. Any Notwithstanding Section 12.2(b)(i) and (ii), any party whose liability for Taxes may be affected by a Tax Audit an audit, assessment, inquiry or claim shall be entitled to participate at its expense in such defense and to employ counsel of its choice at its expense.
Appears in 1 contract
Samples: Stock Purchase Agreement (United National Group LTD)
Participation Rights. Any party whose liability for Taxes may be affected by a Tax Audit shall be entitled to participate at its expense in such defense and to employ counsel of its choice at its expenseexpense provided that such participation shall not in and of itself constitute control of the Tax Audit.
Appears in 1 contract
Samples: Stock Purchase Agreement (Browning Ferris Industries Inc)
Participation Rights. Any party Notwithstanding the provisions set forth above, any Party whose liability for Taxes may be affected by a Tax Audit shall be entitled to participate at its expense in such defense and to employ counsel of its choice at its expense.
Appears in 1 contract
Samples: Stock Purchase Agreement (Fluid Media Networks, Inc.)
