Common use of Manner of Filing Clause in Contracts

Manner of Filing. (a) For periods that include the Effective Date and periods after the Effective Date, NRGY shall have the sole and exclusive responsibility for the preparation and filing of, and shall cause the Reporting Entity to prepare and file, all Combined Returns. NRGY shall be authorized to take any and all action necessary or incidental to the preparation and filing of a Combined Return, including, without limitation, (i) making elections and adopting accounting methods, (ii) filing all extensions of time, including extensions of time for payment of tax, (iii) filing claims for refund or credit or (iv) giving waivers or bonds. (b) For periods that include the Effective Date and periods after the Effective Date, the NRGM Group shall have the sole and exclusive responsibility for the preparation and filing of, and shall prepare and file or cause to be prepared and filed, all Tax Returns of the NRGM Group Members that are not Combined Returns. (c) NRGY shall have sole discretion to include, or cause to be included, in a Combined Return for any Tax any member of the NRGM Group for which inclusion in such Combined Return is elective; provided, however, that the NRGM Group Combined Tax Liability for any period shall not exceed the aggregate of (x) each such elective NRGM Group Member’s liability for such Tax for such period, computed as if such NRGM Group Member were not included in such Combined Return and (y) the NRGM Group Combined Tax Liability calculated for the NRGM Group Members for which inclusion is not elective. NRGY shall provide pro forma Tax Returns pursuant to Section 3.5 of this Agreement to support the calculation of the amount of any decrease in the NRGM Group Combined Tax Liability pursuant to this Section 2.1(c).

Manner of Filing. (a) For periods that include the Effective Date and periods after the Effective Date, NRGY PAA shall have the sole and exclusive responsibility for the preparation and filing of, and shall cause the Reporting Entity to prepare and file, all Combined Returns. NRGY PAA shall be authorized to take any and all action necessary or incidental to the preparation and filing of a Combined Return, including, without limitation, (i) making elections and adopting accounting methods, (ii) filing all extensions of time, including extensions of time for payment of tax, (iii) filing claims for refund or credit or (iv) giving waivers or bonds. (b) For periods that include the Effective Date and periods after the Effective Date, the NRGM PNGS Group shall have the sole and exclusive responsibility for the preparation and filing of, and shall prepare and file or cause to be prepared and filed, all Tax Returns of the NRGM PNGS Group Members that are not Combined Returns. (c) NRGY PAA shall have sole discretion to include, or cause to be included, in a Combined Return for any Tax any member of the NRGM PNGS Group for which inclusion in such Combined Return is elective; provided, however, that the NRGM PNGS Group Combined Tax Liability for any period shall not exceed the aggregate of (x) each such elective NRGM PNGS Group Member’s liability for such Tax for such period, computed as if such NRGM PNGS Group Member were not included in such Combined Return and (y) the NRGM PNGS Group Combined Tax Liability calculated for the NRGM PNGS Group Members for which inclusion is not elective. NRGY PAA shall provide pro forma Tax Returns pursuant to Section 3.5 of this Agreement to support the calculation of the amount of any decrease in the NRGM PNGS Group Combined Tax Liability pursuant to this Section 2.1(c).

Manner of Filing. (a) For periods that include the Effective Date and periods after the Effective Date, NRGY NiSource shall have the sole and exclusive responsibility for the preparation and filing of, and shall cause the Reporting Entity to prepare and file, all Combined Returns. NRGY NiSource shall be authorized to take take, in its sole discretion, any and all action necessary or incidental to the preparation and filing of a Combined Return, including, without limitation, (i) making elections and adopting accounting methods, (ii) filing all extensions of time, including extensions of time for payment of tax, (iii) filing claims for refund or credit or (iv) giving waivers or bonds. (b) For periods that include the Effective Date and periods after the Effective Date, each of the NRGM MLP Group and the OpCo Group shall have the sole and exclusive responsibility for the preparation and filing of, and shall prepare and file or cause to be prepared and filed, all Tax Returns of the NRGM their respective Group Members that are not Combined Returns. (c) NRGY NiSource shall have sole discretion to include, or cause to be included, in a Combined Return for any Tax any member of the NRGM MLP Group or the OpCo Group for which inclusion in such Combined Return is elective; provided, however, that the NRGM each respective Group Combined Tax Liability for any period shall not exceed the aggregate of (x) each such elective NRGM MLP Group Member’s ’s, or OpCo Group Member’s, liability for such Tax for such period, computed as if such NRGM Group Member were not included in such Combined Return and (y) the NRGM Group Combined Tax Liability calculated for the NRGM applicable Group Members for which inclusion is not elective. NRGY NiSource shall provide pro forma Tax Returns pursuant to Section 3.5 of this Agreement to the appropriate Party to support the calculation of the amount of any decrease in the NRGM such Party’s Group Combined Tax Liability pursuant to this Section 2.1(c).

Manner of Filing. (a) For periods that include the Effective Date and periods after the Effective Date, NRGY DBE shall have the sole and exclusive responsibility for the preparation and filing of, and shall cause the Reporting Entity to prepare and file, all Combined Returns. NRGY DBE shall be authorized to take take, in its sole discretion, any and all action necessary or incidental to the preparation and filing of a Combined Return, including, without limitation, (i) making elections and adopting accounting methods, (ii) filing all extensions of time, including extensions of time for payment of tax, (iii) filing claims for refund or credit or (iv) giving waivers or bonds. (b) For periods that include the Effective Date and periods after the Effective Date, the NRGM Company Group shall have the sole and exclusive responsibility for the preparation and filing of, and shall prepare and file or cause to be prepared and filed, all Tax Returns of the NRGM Company Group Members that are not Combined Returns. (c) NRGY DBE shall have sole discretion to include, or cause to be included, in a Combined Return for any Tax any member of the NRGM Company Group for which inclusion in such Combined Return is elective; provided, however, that the NRGM Company Group Combined Tax Liability for any period shall not exceed the aggregate of (x) each such elective NRGM Company Group Member’s liability for such Tax for such period, computed as if such NRGM Company Group Member were not included in such Combined Return and (y) the NRGM Company Group Combined Tax Liability calculated for the NRGM Company Group Members for which inclusion is not elective. NRGY DBE shall provide pro forma Tax Returns pursuant to Section 3.5 of this Agreement to support the calculation of the amount of any decrease in the NRGM Company Group Combined Tax Liability pursuant to this Section 2.1(c).