Common use of Control of Proceedings Clause in Contracts

Control of Proceedings. The Party responsible for any Tax under this Agreement shall control audits and disputes (and costs and expenses) related to such Taxes (including action taken to pay, compromise or settle such Taxes). Except as otherwise provided by this Agreement, the noncontrolling party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Dissolution Agreement (Dynegy Inc.)

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Control of Proceedings. The Party responsible for any preparing and filing the Tax return under this Agreement shall control audits and disputes (and costs and expenses) related relating to such Taxes (Tax returns, including action actions taken to pay, compromise or settle such Taxes)audits and disputes. Reasonable out-of-pocket expenses with respect to any such contest shall be borne by the Seller and Apollo Production in proportion to their responsibility for such Taxes as set forth in this Agreement. Except as otherwise provided by this Agreement, the noncontrolling party non-controlling Party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Stock Purchase Agreement (Apollo Resources International Inc)

Control of Proceedings. The Party party responsible for any the Tax under this Agreement shall control audits and disputes (and costs and expenses) related to such Taxes (including action taken to pay, compromise or settle such Taxes). Reasonable out of pocket expenses with respect to such contests shall be borne by Seller and Buyer in proportion to their responsibility for such Taxes as set forth in this Agreement. Except as otherwise provided by this Agreement, the noncontrolling party non-controlling Party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Natural Resource Partners Lp)

Control of Proceedings. The Party responsible for any Tax under this Agreement shall control audits and disputes (and costs and expenses) related to such Taxes (including action taken to pay, compromise or settle such Taxes). Except as otherwise provided by this Agreement, the noncontrolling party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.. (g)

Appears in 1 contract

Samples: Dissolution Agreement

Control of Proceedings. The Party party responsible for any the Tax under this Agreement shall control audits and disputes (and costs and expenses) related to such Taxes (including action taken to pay, pay compromise or settle such Taxes). Except Reasonable out of pocket expenses with respect to such contests shall be borne by the Sellers and the Buyer in proportion to their responsibility for such Taxes as set forth in this Agreement, except as otherwise provided by this Agreement, the noncontrolling no controlling party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Purchase and Sale Agreement (China Ivy School, Inc.)

Control of Proceedings. The Party party responsible for any the Tax under this Agreement shall control audits and disputes (and costs and expenses) related to such Taxes (including action taken to pay, compromise or settle such Taxes). Reasonable out of pocket expenses with respect to such contests shall be borne by PinnOak, Sellers and Buyer in proportion to their responsibility for such Taxes as set forth in this Agreement. Except as otherwise provided by this Agreement, the noncontrolling party Party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Natural Resource Partners Lp)

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Control of Proceedings. The Party responsible for any preparing and filing the Tax return under this Agreement shall control audits and disputes (and costs and expenses) related relating to such Taxes (including action taken to pay, compromise or settle such Taxes). Reasonable out-of-pocket expenses with respect to such contest shall be borne by the Seller and Apollo LNG in proportion to their responsibility for such Taxes as set forth in this Agreement. Except as otherwise provided by this Agreement, the noncontrolling party non-controlling Party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Transfer and Exchange Agreement (Apollo Resources International Inc)

Control of Proceedings. The Party responsible for any the Tax under this Agreement shall control audits and disputes (and costs and expenses) related to such Taxes (including action taken to pay, compromise or settle such Taxes). Reasonable out of pocket expenses with respect to such contests shall be borne by Seller, on the one hand, and the Buyer Parties, on the other hand, in proportion to their responsibility for such Taxes as set forth in this Agreement. Except as otherwise provided by this Agreement, the noncontrolling party non-controlling Party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Natural Resource Partners Lp)

Control of Proceedings. The Party responsible for any the Tax under this Agreement shall control audits and disputes (and costs and expenses) related to such Taxes (including action taken to pay, compromise or settle such Taxes). Reasonable out of pocket expenses with respect to such contests shall be borne by Seller, on the one hand, and by Buyer, on the other hand, in proportion to their responsibility for such Taxes as set forth in this Agreement. Except as otherwise provided by this Agreement, the noncontrolling party non-controlling Party shall be afforded a reasonable opportunity to participate in such proceedings at its own expense.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Natural Resource Partners Lp)

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