Common use of Cooperation and Records Retention Clause in Contracts

Cooperation and Records Retention. Each of the Selling Shareholders and Purchaser shall (i) provide the other with access to such records, original or copies, or assistance as may reasonably be requested by them in connection with the preparation of any Tax Return, in connection with any audit or other examination by any Taxing authority or any judicial or administrative proceedings relating to liability for Taxes, or financial reporting obligations, (ii) each retain and provide the other, with any records or other information which may be relevant to any such Tax Return, audit or examination, proceeding or determination, or financial reporting obligations, and (iii) each provide the other with any final determination of any such audit or examination, proceeding or determination that affects any amount required to be shown on any Tax Return of the other for any period. All Tax Returns, supporting work schedules and other records or information which may be relevant to such Tax Returns for all tax periods or portions thereof ending before or including the Closing Date shall remain with Purchaser or the Company and shall be made available for inspection and copying by the parties hereto during normal business hours.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Tekgraf Inc), Stock Purchase Agreement (Tekgraf Inc), Stock Purchase Agreement (Tekgraf Inc)

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Cooperation and Records Retention. Each of the Selling Company Shareholders and Purchaser Acquisition Sub shall (i) provide the other with access to such records, original or copies, or assistance as may reasonably be requested by them in connection with the preparation of any Tax Return, in connection with any audit or other examination by any Taxing authority or any judicial or administrative proceedings relating to liability for Taxes, or financial reporting obligations, (ii) each retain and provide the other, with any records or other information which may be relevant to any such Tax Return, audit or examination, proceeding or determination, or financial reporting obligations, and (iii) each provide the other with any final determination of any such audit or examination, proceeding or determination that affects any amount required to be shown on any Tax Return of the other for any period. All Tax Returns, supporting work schedules and other records or information which may be relevant to such Tax Returns for all tax periods or portions thereof ending before or including the Closing Date shall remain with Purchaser Acquisition Sub or the Company and shall be made available for inspection and copying by the parties hereto during normal business hours.

Appears in 3 contracts

Samples: Merger Agreement (Tekgraf Inc), Merger Agreement (Tekgraf Inc), Merger Agreement (Tekgraf Inc)

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