Tax Proceeding definition
Examples of Tax Proceeding in a sentence
Notwithstanding anything in this Agreement to the contrary but subject to Section 15(d), Comcast shall have the right to control all matters relating to Separation Taxes, any Comcast Separate Tax Return and any other Tax Return, or any Tax Proceeding, with respect to any Tax matters of a Combined Group or any member of a Combined Group (as such).
Buyer (1) shall provide Seller with a timely and reasonably detailed summary of each stage of such Tax Proceeding and (2) shall not consent to any settlement, compromise or abandonment of any such Tax Proceeding without obtaining the prior written consent of Seller, which consent shall not be unreasonably withheld, conditioned or delayed.
Buyer shall have the right to control any Tax Proceeding in respect of CEPM for any Straddle Period with respect to Flow-Through Taxes; provided, that, for so long as Seller is liable under this Agreement or under Law for the Taxes that could result from such Tax Proceeding, Buyer shall allow Seller to participate in any such Tax Proceeding through counsel of Seller’s choosing.
To the extent a third party controls any such Tax Proceeding, Seller shall (x) request from such Person timely periodic written updates regarding any such Tax Proceeding of which Seller is aware and (y) promptly provide any such updates received by Seller to Buyer.
In any case, Members’ Representative (i) shall use its commercially reasonable efforts to provide Buyer with a timely and reasonably detailed summary of each stage of such Tax Proceeding and (ii) not consent to any settlement, compromise or abandonment any such Tax Proceeding without obtaining the prior written consent of Buyer, which consent shall not be unreasonably withheld, conditioned or delayed.