Prosecution and Settlement of Proceedings Sample Clauses
The 'Prosecution and Settlement of Proceedings' clause defines how legal actions, such as lawsuits or claims, are to be managed and resolved between the parties. Typically, it outlines which party has the authority to initiate, control, or settle legal proceedings related to the subject matter of the agreement, and may require one party to consult with or obtain consent from the other before making key decisions. This clause ensures that both parties understand their rights and responsibilities in handling disputes, thereby preventing unilateral actions and promoting coordinated legal strategies.
Prosecution and Settlement of Proceedings. If any Tax reduction proceedings in respect of any Property, relating to any fiscal years ending prior to the fiscal year in which the Closing occurs, are pending at the time of the Closing, the relevant Seller reserves and shall have the right to continue to prosecute and/or settle the same. If any Tax reduction proceedings in respect of any Property, relating to the fiscal year in which the Closing occurs, are pending at the time of Closing, then the relevant Seller reserves and shall have the right to continue to prosecute and/or settle the same; provided, however, that such Seller shall not settle any such proceeding without the Buyer’s prior written consent, which consent shall not be unreasonably withheld or delayed. The Buyer shall reasonably cooperate with such Seller in connection with the prosecution of any such Tax reduction proceedings.
Prosecution and Settlement of Proceedings. (a) If any tax reduction proceedings in respect of any Constituent Property, relating to any tax years ending prior to the year in which the Closing occurs, are pending at the time of the Closing, the applicable Seller reserves and shall have the right to continue to prosecute and/or settle the same at no cost or expense to Buyer and without Buyer's consent; provided, that, neither Seller shall be permitted to settle or compromise any such proceedings if such settlement or compromise would have an adverse impact on the taxes for the fiscal year in which the Closing occurs or any subsequent tax period.
(b) If any tax reduction proceedings in respect of a Constituent Property, relating to the tax year in which the Closing occurs, are pending at the time of Closing, then such Seller reserves and shall have the right to continue to prosecute and settle the same; provided, however, that such Seller shall not settle any such proceeding without Buyer’s prior written consent, which consent shall not be unreasonably withheld or delayed. Buyer shall reasonably cooperate with Sellers in connection with the prosecution of any such tax reduction proceedings.
Prosecution and Settlement of Proceedings. If any tax reduction proceedings in respect of the Real Property, relating to any fiscal years ending prior to the fiscal year in which the Closing occurs are pending at the time of the Closing, Sellers reserve and shall have the right to continue to prosecute and/or settle the same. Prior to the Closing, Sellers reserve and shall have the right to initiate and continue any tax reduction proceedings in respect of the Real Property relating to the fiscal year in which the Closing occurs; provided, however, that Sellers shall not settle any such proceeding without Buyer’s prior written consent, which consent shall not be unreasonably withheld or delayed. From and after the Closing, Buyer shall have the right to initiate or assume tax reduction proceedings in respect of the Real Property relating to the fiscal year in which the Closing occurs and shall have the right to continue to prosecute and/or settle the same. Sellers and Buyer shall, from time to time, each keep the other reasonably informed of the status of any such tax reduction proceedings.
Prosecution and Settlement of Proceedings. If any tax reduction proceedings in respect of any Property, whether relating to any fiscal years in which, or ending prior to, the fiscal year in which the Closing occurs, are pending at the time of the Closing, the Buyer shall have the right to continue to prosecute and/or settle the same. The Seller shall reasonably cooperate with the Buyer in connection with the prosecution of any such tax reduction proceedings.
Prosecution and Settlement of Proceedings. Seller reserves unto itself and shall have the right to initiate, prosecute and/or settle any tax reduction proceedings in respect of the Hotel relating to any period of Seller’s ownership of the Hotel; provided, however, that Seller shall not settle any tax reduction proceedings in respect of the Hotel relating to or affecting taxes attributable to the fiscal year in which the Closing occurs without Buyer’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. Buyer shall reasonably cooperate with Seller in connection with the prosecution of any such tax reduction proceedings.
Prosecution and Settlement of Proceedings. If any tax reduction proceedings (including, but not limited to, administrative and/or judicial proceedings or appeals) in respect of any Owned Property, relating to any fiscal years ending prior to the fiscal year in which the Closing occurs are pending at the time of the Closing, the relevant Seller reserves and shall have the right to continue to prosecute and/or settle the same, subject to reasonable consultation with Buyer over any such settlement and so long as such settlement does not have a material adverse effect with respect to Taxes for the fiscal year in which Closing occurs or thereafter. If any tax reduction proceedings in respect of any Owned Property, relating to the fiscal year in which the Closing occurs, are pending at the time of Closing, then the relevant Seller shall use commercially reasonable efforts to promptly transition the prosecution thereof to Buyer or its designee, whereupon Buyer shall have the right to continue to prosecute and/or settle the same. Buyer and Sellers shall reasonably cooperate with each other in connection with the prosecution of any such tax reduction proceedings. Table of Contents
Prosecution and Settlement of Proceedings. If any tax reduction proceedings (including, but not limited to, administrative and/or judicial proceedings or appeals) in respect of any Property, relating to any fiscal years ending prior to the fiscal year in which the Closing occurs are pending at the time of the Closing, the relevant Seller reserves and shall have the right to continue to prosecute and/or settle the same. If any tax reduction proceedings in respect of any Property, relating to the fiscal year in which the Closing occurs, are pending at the time of Closing, then the relevant Seller reserves and shall have the right to continue to prosecute and/or settle the same. Buyer shall reasonably cooperate with Sellers in connection with the prosecution of any such tax reduction proceedings.
Prosecution and Settlement of Proceedings. If any tax reduction proceedings in respect of the Property, relating to any fiscal years ending prior to the fiscal year in which the Closing occurs are pending at the time of the Closing, Seller reserves and shall have the right to continue to prosecute and/or settle the same. If any tax reduction proceedings in respect of the Property, relating to the fiscal year in which the Closing occurs, are pending at the time of Closing, then Seller reserves and shall have the right to continue to prosecute and/or settle the same at its expense (which such costs shall be reimbursed to Seller from any tax refund or credit received at the conclusion of such tax reduction proceedings), provided that Seller shall employ counsel reasonably approved by Buyer, and shall promptly provide to Buyer all material information relating to such proceedings as and when such information becomes known to Seller, together with such other information as Buyer may reasonably request; provided further, that Seller shall not settle any such proceeding without Buyer’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. If Seller elects not to control any tax reduction proceeding in respect of the Property relating to the fiscal year in which the Closing occurs pending at the time of Closing, then Seller shall give prompt written notice to Buyer of such election, and, thereafter, Buyer shall have the right, but not the obligation, to control such proceedings and the settlement or compromise thereof, which such settlement or compromise shall be subject to Seller’s consent, which shall not be unreasonably withheld, conditioned or delayed. Buyer shall reasonably cooperate with Seller in connection with the prosecution of any such tax reduction proceedings.
Prosecution and Settlement of Proceedings. 41 Section 12.2 Application of Refunds or Savings. ..............................42 Section 12.3 Survival..........................................................42 ARTICLE XIII DEFAULT............................................................................42 Section 13.1 Default............................................................42 ARTICLE XIV
Prosecution and Settlement of Proceedings. If any tax reduction proceedings in respect of any Property, relating to any fiscal years ending prior to the fiscal year in which the Closing occurs, are pending at the time of the Closing, Sellers reserve and shall have the right to continue to prosecute and/or settle the same. If any tax reduction proceedings in respect of any Property, relating to the fiscal year in which the Closing occurs, are pending at the time of Closing, then Sellers reserve and shall have the right to continue to prosecute and settle the same; provided, however, that Sellers shall not settle any such proceeding without Buyer’s prior written consent, which consent shall not be unreasonably withheld or delayed. Buyer shall reasonably cooperate with Sellers in connection with the prosecution of any such tax reduction proceedings. ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ The Charleston Cedar Hills, Utah