Audit Control definition
Examples of Audit Control in a sentence
The other Party shall (and shall cause its Affiliates to) undertake all actions and execute all documents (including an extension of the applicable statute of limitations) that are determined in the sole discretion of the Audit Control Party to be necessary to effectuate such administration and control.
Each Party also shall (or shall cause its Subsidiaries to) execute and deliver to the Audit Control Party a power of attorney, substantially in the form attached hereto as Schedule 8.2(g-1), and such other documents as are reasonably requested from time to time by the Audit Control Party (or its designee).
Any changes in such Tax Attributes or Tax bases arising thereafter by reason of an Audit of which RemainCo is the Audit Control Party shall be communicated by RemainCo to SpinCo within 30 days after such change is made or there is a Final Determination of such change.
Each Party hereby appoints (and shall cause its Subsidiaries to appoint) the Audit Control Party (and its designated representatives) as its agent and attorney-in-fact to take the actions the Audit Control Party deems necessary or appropriate to implement the responsibilities of the Audit Control Party under this Agreement.
Notwithstanding anything to the contrary in this Section 8.2(b), after a Change of Control or a Bankruptcy of the Audit Control Party, the Audit Control Party shall not, during the ninety (90) day period following such Change of Control or Bankruptcy, choose to litigate any issue with respect to an Audit or make any decision to change the forum or jurisdiction with respect to which an issue arising under an Audit is being litigated, without the prior written consent of all of the Parties.
Each of the Parties shall deliver its written vote to the Audit Control Party within ten (10) days of its receipt of written notice of the Audit Control Party’s decision as to choice of forum or jurisdiction and the amount of the required prepayment.
The Seller shall be entitled at any time to conduct, control and settle ("AUDIT CONTROL") any Tax Contest, with respect to Pre-Effective Date Tax Periods or the Pre-Closing Date Tax Period and the Buyer shall cause the relevant Company to execute any powers of attorney necessary in order to allow the Seller to exercise Audit Control and to cooperate fully in the conduct of the Tax Contest.
The number and frequency of any such audits shall be limited to such number and frequency as shall be reasonable in the exercise of the Audit Control Party's reasonable commercial judgment.
Nothing in this SECTION 5.3(A)(V)(Y) shall preclude BSI from maintaining its right to pursue an Audit Control Right if the matter has been presented to a Tax Arbiter; provided however BSI shall lose all Audit Control Rights relating to such matter if the Tax Arbiter has delivered its determination to BSI and Purchaser and the determined amount has not been paid to Purchaser within 10 business days after such delivery.
The Servicer’s obligations under Sections 9.03 shall be contingent upon the prior execution by the Insurer, the Control Party, the Trustee, the Audit Control Party or their respective agents or representatives (as applicable) of an agreement which maintains the confidentiality of Confidential Information and which shall be substantially in the form attached hereto as Exhibit B.