Common use of Other Returns Clause in Contracts

Other Returns. (a) Except as otherwise provided herein or as the parties hereto may otherwise agree, TECHNOLOGIES shall have exclusive authority and responsibility to prepare and file all tax returns by or on behalf of it and any member of the TECHNOLOGIES Subgroup, other than Consolidated Returns and Combined Returns subject to the provisions of Section 2.1. ELECTRONICS shall provide (and shall cause each ELECTRONICS Subgroup member and their representatives to provide) reasonable access to books, records, returns and other information to the extent necessary to permit TECHNOLOGIES timely to prepare and file such tax returns and shall otherwise cooperate as reasonably requested by TECHNOLOGIES in connection with the preparation and filing of such returns. (b) TECHNOLOGIES shall be liable, and shall indemnify ELECTRONICS and each other member of the ELECTRONICS Subgroup, for any penalties or other damages attributable to the failure of TECHNOLOGIES to make timely filings of tax returns for which it is responsible under this Section 2.2(b) or full and timely payment of amounts shown to be due thereon, provided that ELECTRONICS and the ELECTRONICS Subgroup members have complied with their obligations to provide information and otherwise cooperate as provided hereunder.

Appears in 2 contracts

Sources: Tax Allocation and Indemnity Agreement (Bei Technologies Inc), Tax Allocation and Indemnity Agreement (Bei Electronics Inc)

Other Returns. (a) Except as otherwise provided herein or as the parties hereto may otherwise agree, TECHNOLOGIES Technologies shall have exclusive authority and responsibility to prepare and file all tax returns by or on behalf of it and any member of the TECHNOLOGIES Technologies Subgroup, other than Consolidated Returns and Combined Returns subject to the provisions of Section Section 2.1. ELECTRONICS Collagen shall provide (and shall cause each ELECTRONICS Collagen Subgroup member and their representatives to provide) reasonable access to books, records, returns and other information to the extent necessary to permit TECHNOLOGIES Technologies timely to prepare and file such tax returns and shall otherwise cooperate as reasonably requested by TECHNOLOGIES Technologies in connection with the preparation and filing of such returns. (b) TECHNOLOGIES Technologies shall be liable, and shall indemnify ELECTRONICS Collagen and each other member of the ELECTRONICS Collagen Subgroup, for any penalties or other damages attributable to the failure of TECHNOLOGIES Technologies to make timely filings of tax returns for which it is responsible under this Section 2.2(b) 2.2 or full and timely payment of amounts shown to be due thereon, provided that ELECTRONICS Collagen and the ELECTRONICS Collagen Subgroup members have complied with their obligations to provide information and otherwise cooperate as provided hereunder.

Appears in 1 contract

Sources: Tax Allocation and Indemnity Agreement (Collagen Corp /De)