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.
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. The Purchaser shall, and shall cause its Representatives and controlled Affiliates to, and the Seller shall, and shall cause their Representatives and Affiliates to, reasonably cooperate with each other regarding Tax matters (including the execution of appropriate powers of attorney) and shall make available to the other all information, records and documents relating to Taxes as are reasonably requested by the other until the expiration of the applicable statute of limitations and any extension thereof and the conclusion of all Legal Proceedings with respect to such Taxes.
Cooperation and Audits. 40 TABLE OF CONTENTS (CONTINUED) PAGE Article XII MISCELLANEOUS.......................................................................................40 12.1 No Survival of Representations and Warranties.......................................................40 12.2 Expenses............................................................................................40 12.3 Injunctive Relief...................................................................................41 12.4 Submission to Jurisdiction; Consent to Service of Process...........................................41 12.5 Waiver of Right to Trial by Jury....................................................................41 12.6 Entire Agreement; Amendments and Waivers............................................................41
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.
Cooperation and Audits. (i) From and after the Closing Date, Contributor and the Company shall reasonably cooperate with one another in preparing and filing all Tax Returns to the extent such filings require providing necessary information, records and documents relating to Manager. The Company and Contributor shall cooperate with one another in defending or resolving any audit, examination or litigation relating to Taxes.
Cooperation and Audits. Notwithstanding anything to the contrary in Section 2.2, the Parties and their respective Affiliates shall cooperate on a reasonable basis with each other regarding Tax matters governed by this Agreement or relating to the Transferred Assets and will make available to the other as reasonably requested all information, records and documents relating to such Tax matters and the filing of Tax Returns (including any Tax Returns relating to Transfer Taxes) until the expiration of the applicable statute of limitations or extension thereof or the conclusion of all Actions with respect to such Taxes. Without prejudice to the generality of the foregoing, the Seller and its Affiliates covenant to provide such available information and assistance (including, without limitation, access to premises and personnel and available relevant historic documentation) as reasonably requested by the Purchaser or its Affiliates relating to the availability of ‘industrial buildings allowances’ on the Owned Real Properties referred to as [**]. For the avoidance of doubt, no Party shall be required to provide to the other Party (or any of its Affiliates) an income, corporation or capital gains Tax Return of such Party or any of its Affiliates pursuant to this Section 8.14(c).
Cooperation and Audits. The Purchaser and the Sellers shall, and shall cause their respective Representatives and Affiliates to, cooperate fully with each other in connection with the filing of Tax Returns and any audit, litigation, or other proceeding with respect to Taxes relating to the Purchased Assets and with regards to any other Tax matters (including the execution of appropriate powers of attorney) and shall make available to the other all information, records and documents relating to Taxes as are reasonably requested by the other until the expiration of the applicable statute of limitations and any extension thereof and the conclusion of all Legal Proceedings with respect to such Taxes. Such cooperation shall include making employees available on a mutually convenient basis to provide additional information and explanation of any material provided under this Agreement. The Sellers and the Purchaser shall, and shall cause their respective Representatives and Affiliates to, retain all books and records with respect to Tax matters pertinent to the Purchased Assets relating to any taxable period beginning before the Closing Date until the expiration of the statute of limitations of the respective Taxable periods and to abide by all record retention agreements entered into with any Governmental Body.
Cooperation and Audits. Buyer and Sellers will cooperate fully with each other regarding Tax matters and will make available to the other as reasonably requested all information, records and documents relating to Taxes with regard to the Transferred Assets 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. Notwithstanding anything in this Section 6.4(c) to the contrary, Sellers, Buyer and their respective Affiliates shall not be required to provide to Sellers and their respective Affiliates or Buyer and its Affiliates, as the case may be, any records, Tax Returns or any other information, in each case, to the extent such records, Tax Returns, or any other information do not relate to the Transferred Assets.
