Common use of Tax Matters Agreement Coordination Clause in Contracts

Tax Matters Agreement Coordination. The provisions of Section 10.5(a)-(f) shall not apply to Taxes to the extent specifically addressed in the Tax Matters Agreement, subject to the terms thereof. It is understood and agreed that Taxes and Tax matters, including the control of Tax-related proceedings, shall be governed by the Tax Matters Agreement to the extent specifically addressed in the Tax Matters Agreement, subject to the terms thereof. In the case of any conflict or inconsistency between this Agreement and the Tax Matters Agreement in relation to any matters addressed by the Tax Matters Agreement, the Tax Matters Agreement shall prevail.

Appears in 6 contracts

Samples: Transition Manufacturing and Supply Agreement (ZimVie Inc.), Transition Manufacturing and Supply Agreement (Zimmer Biomet Holdings, Inc.), Reverse Transition Manufacturing and Supply Agreement (Zimmer Biomet Holdings, Inc.)

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Tax Matters Agreement Coordination. The provisions of Section 10.5(a)-(f3.2 through Section 3.10 hereof (other than Section 3.4(a)(ii) shall not apply to Taxes in respect of certain Tax benefits to the extent specifically addressed in the provided therein) do not apply with respect to Taxes or Tax Matters Agreement, subject to the terms thereof. It is matters (it being understood and agreed that claims with respect to Taxes and Tax matters, including the control of Tax-related proceedings, shall be governed by the Tax Matters Agreement to the extent specifically addressed in the Tax Matters Agreement, subject to the terms thereofprovided therein). In the case of any conflict or inconsistency between this Agreement and the Tax Matters Agreement in relation to any matters addressed by the Tax Matters Agreement, the Tax Matters Agreement shall prevail.

Appears in 1 contract

Samples: Separation Agreement (Lionsgate Studios Corp.)

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