Proposed Adjustments. New U S WEST shall notify U S WEST of any Adjustment to the U S WEST Consolidated Group Tax Returns within ten (10) business days after receipt of notification of such Adjustment from the IRS. New U S WEST shall include in its notice to U S WEST a copy of the notification received from the IRS.
Proposed Adjustments. Plains shall give prompt notice to Spinco of any adjustment or adjustments proposed by any Tax Authority relating to the activities of the Spinco Group for any Tax period ending prior to or on the Spin-Off Date. After consulting with Spinco, Plains shall determine in its sole discretion the nature of all action to be taken to contest such proposed adjustment, including whether any such action shall initially be contested by way of judicial or administrative proceedings, or both, whether any such proposed adjustment shall be contested by resisting payment thereof or by paying the same and seeking a refund thereof, and if Plains shall undertake to contest such proposed adjustment, the court or other judicial body before which such action will be commenced. Plains shall have full control over any contest or administrative proceeding pursuant to this Paragraph, but Spinco, at its expense and subject to approval by Plains, which approval shall not be unreasonably withheld, may participate in any proceedings contesting any proposed adjustment relating to the activities of the Spinco Group.
Proposed Adjustments. Ameriprise shall promptly notify AXP and keep AXP apprised of any proposed adjustments which arise out of an audit or examination of a Post-Affiliation Year or Post-Combined Year Tax Return which could reasonably be expected to affect in any material way the Tax liability of for any Affiliation Year or Combined Years or which could reasonably result in treatment of items that is inconsistent with the manner in which AXP filed its Tax Returns for such years.
Proposed Adjustments to the Progress Schedule that do not change the applicable Contract Time Requirements, including applicable Milestones, and which generally conform to the then current Project Schedule and applicable provisions of Division 1 will be approved by Owner's Representative in its reasonable discretion.
Proposed Adjustments. 1. The proposed basis of adjustment to the Contract Sum is as follows, subject to Paragraph 12.1.3 of the General Conditions (with notation of applicable Subparagraph): □ Lump Sum (increase) (decrease) of $ (12.1.3(1)). □ Unit Price of $ per the Contract Documents (12.1.3(2)) □ Cost of the Work as follows: (12.1.3(3)) □ RFP (refer to approved RFP as processed through Expesite) (12.1.3(4)) □ Cost of the Work unknown at this time (12.1.3(5)) □ No change in cost anticipated
Proposed Adjustments. Weatherford shall give prompt notice to Grant of any adjustment or adjustments proposed by any Tax Authority relating to the activities of the Grant Group for any Tax period ending prior to or on the Spin-Off Date. After consulting with Grant, Weatherford shall determine in its sole discretion the nature of all action to be taken to contest such proposed adjustment, including whether any such action shall initially be contested by way of judicial or administrative proceedings, or both, whether any such proposed adjustment shall be contested by resisting payment thereof or by paying the same and seeking a refund thereof, and if Weatherford shall undertake to contest such proposed adjustment, the court or other judicial body before which such action will be commenced. Weatherford shall have full control over any contest or administrative proceeding pursuant to this Paragraph, but Grant, at its expense and subject to approval by Weatherford, which approval shall not be unreasonably withheld, may participate in any proceedings contesting any proposed adjustment relating to the activities of the Grant Group.
Proposed Adjustments. SNI shall promptly notify EWS and keep EWS apprised of any proposed Adjustments which arise out of an audit or examination of a Post-Affiliation Year or Post-Combined Year Tax Return which could reasonably be expected to affect in any material SOLICITORS, 095070, 000093, 102408079.1, Tax Allocation Agreement (Conformed Signatures) way the Tax liability for any Affiliation Year or Combined Years or which could reasonably result in treatment of items that is inconsistent with the manner in which EWS filed its Tax Returns for such years.
Proposed Adjustments. Comdata shall notify HCM of any Adjustment to the Federal Income Tax Returns or Combined Returns for any Pre-Distribution Taxable Period or Straddle Period that relates to HCM within ten (10) business days after receipt of notification of such Adjustment from a Tax Authority. Comdata shall include in its notice to HCM a copy of the notification received from such Tax Authority.
Proposed Adjustments. No later than April 15, 2012, the Representative shall prepare and deliver to the Buyer (i) a certificate executed by the Representative (the “Closing Statement”) setting forth the Representative’s determination of (A) Net Working Capital, (B) the Net Working Capital Adjustment Amount and (C) Closing AUM Purchase Price Adjustment (such amount together with the amount in clause (B), the “Proposed Closing Purchase Price Adjustment Amount”) and (ii) the calculation of the AUM Adjustment Amount (if any) in reasonable detail (the “Proposed AUM Adjustment Amount,” and collectively with the Proposed Closing Purchase Price Adjustment Amount, each, a “Proposed Adjustment Amount”). Following delivery of each Proposed Adjustment Amount, the Representative shall provide the Buyer with any supporting documentation for and the work papers related to the calculation of the Proposed Adjustment Amount that the Representative may reasonably request and reasonable access during normal business hours to the personnel, properties, books and records of the Company and its Subsidiaries to the extent reasonably necessary to review the calculation of each such Proposed Adjustment Amount.
Proposed Adjustments. Alloy shall notify xXXxX*s of any Adjustment to the Alloy Consolidated Group Tax Returns that relates to xXXxX*s within ten (10) business days after receipt of notification of such Adjustment from the IRS. Alloy shall include in its notice to xXXxX*s a copy of the notification received from the IRS.
