Cooperation and Audits Sample Clauses

Cooperation and Audits. Purchaser, its Affiliates and Sellers will cooperate fully with each other regarding Tax matters (including the execution of appropriate powers of attorney) and will make available to the other as reasonably requested all information, records and documents relating to Taxes governed by this Agreement until the expiration of the applicable statute of limitations or extension thereof or the conclusion of all audits, appeals or litigation with respect to such Taxes.
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Cooperation and Audits. Purchaser, its affiliates and the Sellers shall cooperate fully with each other regarding Tax matters (including the execution of appropriate powers of attorney) and shall make available to the other as reasonably requested all information, records and documents relating to Taxes governed by this Agreement until the expiration of the applicable statute of limitations or extension thereof or the conclusion of all audits, appeals or litigation with respect to such Taxes. Each of the Sellers shall deliver to the Purchaser any written notices, information, documents or records received from any Tax Authority for taxable periods prior to the Closing Date, within five (5) days of receipt of such notices, information, documents or records. Without limiting the generality of the foregoing, the Sellers shall execute on or prior to the Closing Date a power of attorney authorizing Purchaser to correspond, sign, collect, negotiate, settle and administer all Tax payments and Tax Returns.
Cooperation and Audits. Purchaser, its Affiliates and Sellers shall cooperate fully with each other regarding tax matters (including the execution of appropriate powers of attorney) and shall make available to the other as reasonably requested all information, records and documents relating to taxes governed by this Agreement until the expiration of the applicable statute of limitations or extension thereof or the conclusion of all audits, appeals or litigation with respect to such taxes. Without limiting the generality of the foregoing, Sellers shall execute on or prior to the Closing Date a power of attorney authorizing Purchaser to correspond, sign, collect, negotiate, settle and administer all tax payments and Tax Returns.
Cooperation and Audits. Purchaser and the Sellers shall, and shall cause their respective Representatives and Affiliates to, cooperate fully with each other regarding Tax matters (including the execution of appropriate powers of attorney) and shall make available to the other as reasonably requested, all information, records and documents relating to Taxes governed by this Agreement until the expiration of the applicable statute of limitations or any extension thereof or the conclusion of all Legal Proceedings with respect to such Taxes.
Cooperation and Audits. ‌ 6.1 Upon Customer’s written request, the Provider shall assist the Customer, as required by the Data Protection Legislation from the Provider, with meeting the Customer’s compliance obligations under the Data Protection Legislation, taking into account the nature of the Provider’s processing and the information available to the Provider, including in relation to the Security Measures it has implemented to protect Customer Personal Data, data subject rights, data protection impact assessments and reporting to and consulting with the relevant regulator under the Data Protection Legislation. The Provider is not obliged to respond directly to data subject requests unless so required by the Data Protection Legislation. 6.2 Upon Customer’s written request and subject to obligations of confidentiality, the Provider will make available to the Customer all information necessary to demonstrate Provider’s compliance with this DPA. 6.3 The Customer (or an independent auditor mandated by the Customer) may audit the Provider’s compliance with this DPA at the applicable facility or if there are indications of non-compliance with the terms of this DPA (Audits). Audits will only be performed following the Customer’s written request at least sixty (60) days prior to the proposed start date and the Customer providing a reasonably detailed audit plan describing the proposed scope, start date and duration. Before the commencement of an Audit, the parties will agree on a final Audit plan. Audits will be conducted during the Provider’s regular business hours, subject to the published policies of the audited facility, and may not unreasonably interfere with business activities. The personnel conducting the Audit on behalf of the Customer or an independent auditor mandated by the Customer must enter into an appropriate written confidentiality agreement acceptable to the Provider prior to conducting the Audit and will be accompanied by Provider’s representatives. The Provider reserves the right to not share information that could expose or compromise its security, privacy, employment policies or obligations to other customers or third parties or share confidential information. Records may not be copied or removed from Provider’s facilities. The Customer will generate and provide the Provider with an audit report as soon as possible and in any case not later than within sixty (60) days after the Audit. All information obtained or generated in connection with an Audit, including au...
Cooperation and Audits. 63 Article XII. MISCELLANEOUS.......................................................................................63 12.1. No Survival of Representations and Warranties....................................................63 12.2. Expenses.........................................................................................63 12.3. Injunctive Relief................................................................................64 12.4. Exclusive Remedy.................................................................................64 12.5. Submission to Jurisdiction; Consent to Service of Process........................................64 12.6. Waiver of Right to Trial by Jury.................................................................65 12.7. Entire Agreement; Amendments and Waivers.........................................................65 12.8. Governing Law....................................................................................65 12.9. Notices..........................................................................................65 12.10. Severability.....................................................................................66
Cooperation and Audits a. D ata Subject Rights. To the extent that Customer is unable to independently access the relevant Customer Data within the Services, DataCamp will provide Customer with reasonable cooperation and assistance insofar as this is possible, at Customer’s expense, to enable Customer to respond to requests from Data Subjects seeking to exercise their rights under Data Protection Law. In the event such request is made directly to DataCamp, DataCamp will promptly inform Customer of the same. Customer authorizes DataCamp to respond to requests from Data Subjects seeking to exercise their rights under the GDPR or the CCPA in order to clarify requests and/or to resolve ordinary customer support requests.
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Cooperation and Audits. Upon reasonable request, Purchaser and its Affiliates will cooperate fully with the Sellers and their Affiliates in connection with the filing of Tax Returns and any audit, litigation, or other proceeding with respect to Taxes relating to the Purchased Assets. Such cooperation shall include making available to the Sellers and their Affiliates, as reasonably requested, all information, records and documents relating to Taxes governed by this Agreement for a period of three years following the Closing Date.
Cooperation and Audits. Vendor shall cooperate with APA to ensure and verify that Confidential Information is used and disclosed in compliance with the terms of this Agreement and applicable Privacy and Security Law. Vendor shall make available to APA all information necessary to demonstrate compliance with Vendor’s obligations under applicable Privacy and Security Law and this Agreement. Further, Vendor shall permit, and cooperate with, audits conducted by APA or another auditor designated by APA to assess Vendor’s practices with respect to Confidential Information.
Cooperation and Audits. PCS shall make available to Customer such information as is reasonably requested by Customer to demonstrate its compliance with applicable statutory obligations, in a commonly used and machine-readable format, to the extent such information is available to PCS. In cases of official requests of data protection authorities with jurisdiction over the Processing hereunder, or, in case Customer has reasonable grounds to assume that a Customer Data Incident has taken place, Customer may upon at least fourteen (14) days prior written notice to PCS conduct a site visit of the applicable PCS operations center at Customer’s expense by a representative of Customer or its independent third party auditor (always not a direct competitor of PCS). Such audits shall be carried out at normal business hours without disrupting the on-going business operations of PCS. PCS may make the audits dependent on the signing of a nondisclosure agreement with PCS.
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