Examples of Adient Group in a sentence
In addition, the Company seeks to fulfil the standards set forth in the procedures, policies, and instructions applicable at the level of the Adient Group.
In making any decisions in connection with any Competent Authority Proceeding described in this Section 9.02(c) (including the determination whether to initiate such Competent Authority Proceeding, relief to be sought pursuant to such Competent Authority Proceeding and actions to be taken in connection with such Competent Authority Proceeding), the Companies shall seek to minimize the aggregate Tax Liability of the Xxxxxxx Controls Group and the Adient Group.
Adient agrees to indemnify and hold harmless each member of the Xxxxxxx Controls Group and its directors, officers and employees from and against any fine, penalty or other cost or expense of any kind attributable to a member of the Adient Group having supplied, pursuant to this Section 7, a member of the Xxxxxxx Controls Group with inaccurate or incomplete information in connection with a Tax Liability.
In the Tax Year 2022 the Company realized the processes and procedures set out both in the formally approved instructions and the established practices, which are designed to ensure the correct and reliable fulfilment of its tax and reporting duties in a manner reflecting the Company’s organisational structure and its operation as a member of the Adient Group.
Adient shall prepare and timely file, or cause to be prepared and timely filed (in each case, taking into account extensions), all Adient Separate Returns and any other Tax Return required to be filed by or with respect to a member of the Adient Group other than any Tax Return which Xxxxxxx Controls is required to prepare pursuant to Section 3.01(a) (each, a “Adient Return”).
Xxxxxxx Controls shall be liable for, and shall indemnify and hold harmless the Adient Group from and against any liability for, any Taxes for which Xxxxxxx Controls is responsible, or which are allocated to Xxxxxxx Controls, pursuant to this Section 2 or Section 3.
In furtherance thereof, in the event of any dispute or disagreement (other than a High-Level Dispute) (a “Tax Advisor Dispute”) between any member of the Xxxxxxx Controls Group and any member of the Adient Group as to the interpretation of any provision of this Agreement or the performance of obligations hereunder, the Tax departments of the Companies shall negotiate in good faith to resolve the Tax Advisor Dispute.
Xxxxxxx Controls agrees to indemnify and hold harmless each member of the Adient Group and its directors, officers and employees from and against any fine, penalty, or other cost or expense of any kind attributable to a member of the Xxxxxxx Controls Group having supplied, pursuant to this Section 7, a member of the Adient Group with inaccurate or incomplete information in connection with a Tax Liability.
For the avoidance of doubt, except as expressly provided to the contrary herein, the amount of Taxes for which Xxxxxxx Controls or Adient, as applicable, is liable pursuant to this Section 2, Section 3 or otherwise under this Agreement shall be calculated without taking into account the utilization of any Adient Group Relief or Xxxxxxx Controls Group Relief, respectively.
If, at any time, Adient acquires or creates one or more subsidiaries that are includable in the Adient Group, they shall be subject to this Agreement and all references to the Adient Group herein shall thereafter include a reference to such subsidiaries.