Common use of Straddle Tax Returns Clause in Contracts

Straddle Tax Returns. At the direction and control of Buyer, the Company will timely prepare or cause to be prepared and file or cause to be filed all Tax Returns for the Company and each of its Subsidiaries for all periods that include the Closing Date but do not end on the Closing Date (“Straddle Tax Returns”). Buyer will provide each such Straddle Tax Returns to the Sellers’ Representative not later than sixty (60) days before the due date for such Tax Returns for the review and comment of Sellers. In the event the Sellers’ Representative (on behalf of Sellers) reasonably disagrees with any aspect of a Straddle Tax Return that relates to a Tax liability for which Sellers would be responsible and provides written notice of such disagreement to Buyer within twenty (20) days after receipt of such Straddle Tax Return, time being of the essence, the disagreement will be resolved by the Auditor. Any costs and expenses of the Auditor incurred pursuant to this Section 5.02(d) shall be borne equally by Buyer, on one hand, and Sellers, on the other hand.

Straddle Tax Returns. At the direction and control of Buyer, the Company will timely prepare or cause to be prepared and file or cause to be filed all Tax Returns for the Company and each of its Subsidiaries for all periods that include the Closing Date but do not end on the Closing Date (“Straddle Tax Returns”). Buyer will provide each such Straddle Tax Returns to the Sellers’ Representative not later than sixty (60) days before the due date for such Tax Returns for the review and comment of Sellers. In the event the Sellers’ Representative (on behalf of Sellers) reasonably disagrees with any aspect of a Straddle Tax Return that relates to a Tax liability for which Sellers would be responsible and provides written notice of such disagreement to Buyer within twenty (20) days after receipt of such Straddle Tax Return, time being of the essence, the disagreement will be resolved by the Auditor. Any costs and expenses of the Auditor incurred pursuant to this Section 5.02(d) shall be borne equally by Buyer, on one hand, and Sellers, on the other hand.. PR01/ 1485553.8