Common use of Push-Out Election Clause in Contracts

Push-Out Election. Notwithstanding anything herein to the contrary, in the Counterparty’s sole discretion, in connection with any audit, proceeding or other dispute relating to a Pre-Closing Tax Period, the Company may make an election under Section 6226 of the Code and Sellers will fully cooperate with the Counterparty and the Company in the making of any such election.

Push-Out Election. Notwithstanding anything herein to the contrary, contrary in the Counterparty’s sole discretion, in connection with any audit, proceeding or other dispute relating to a Pre-Closing Tax Periodthis Agreement, the Company may shall make an the election under Section 6226 of the Code and Sellers will fully cooperate (or any similar provision of state, local or other Tax Law) with respect to the Counterparty and the Company in the making alternative to payment of imputed underpayment for any such electionpre-closing Tax period.