Common use of Cooperation on Certain Tax Matters Clause in Contracts

Cooperation on Certain Tax Matters. After the Closing Date, Seller ---------------------------------- and Purchaser shall each use commercially reasonable efforts to (a) assist (and cause their respective affiliates to assist) the other party in preparing any tax returns that such other party is responsible for preparing and filing in accordance with this Agreement; (b) cooperate fully in preparing any audits of or disputes with taxing authorities regarding any tax returns with respect to the Deposit Liabilities or payments in respect thereof; (c) make available to the other and to any taxing authority as reasonably requested all relevant information, records, and documents relating to taxes with respect to the Deposit Liabilities or payments in respect thereof; (d) provide timely written notice to the other of any pending proposed tax audits or assessments with respect to the Deposit Liabilities or payments in respect thereto for taxable periods for which the other may have liability under this Agreement; and (e) furnish the other with copies of all relevant correspondence received from any taxing authority in connections with any tax audit or information request with respect to any taxable period referred to in clause (d) above. Notwithstanding any other provision of this Agreement, the party requesting assistance or cooperation shall pay the other party's out-of-pocket expenses in complying with such request to the extent that such expenses are attributable to fees and other costs of unaffiliated third party service providers.

Cooperation on Certain Tax Matters. After the Closing Date, Seller ---------------------------------- and Purchaser Buyer shall each use commercially reasonable efforts to (a) assist (and cause their respective affiliates Affiliates to assist) the other party in preparing any tax returns that such other party is responsible for preparing and filing in accordance with this Agreement; (b) cooperate fully in preparing any audits of or disputes with taxing authorities regarding any tax returns with respect to any Assets or income therefrom, the Deposit Liabilities or payments in respect thereofthereof or the operation of the Branches; (c) make available to the other and to any taxing authority as reasonably requested all relevant information, records, and documents relating to taxes with respect to any Assets or income therefrom, the Deposit Liabilities or payments in respect thereofthereof or the operation of the Branches; (d) provide timely written notice to the other of any pending proposed tax audits or assessments with respect to any Assets or income therefrom, the Deposit Liabilities or payments in respect thereto thereof or the operation of the Branches for taxable periods for which the other may have liability under this Agreement; and (e) furnish the other with copies of all relevant correspondence received from any taxing authority in connections connection with any tax audit or information request with respect to any taxable period referred to in clause (d) above. Notwithstanding any other provision of this Agreement, the party requesting assistance or cooperation shall pay the other party's ’s out-of-pocket expenses in complying with such request to the extent that such expenses are attributable to fees and other costs of unaffiliated third party service providers.

Cooperation on Certain Tax Matters. After the Closing Date, Seller ---------------------------------- and Purchaser Buyer shall each use commercially reasonable efforts to (a) assist (and cause their respective affiliates to assist) the other party in preparing any tax returns that such other party is responsible for preparing and filing in accordance with this Agreement; (b) cooperate fully in preparing responding to any audits of or disputes with taxing authorities regarding any tax returns with respect to the Deposit Liabilities or payments in respect thereof, or the operation of the Branch; (c) make available to the other and to any taxing authority as reasonably requested all relevant information, records, and documents relating to taxes with respect to the Deposit Liabilities or payments in respect thereof, or the operation of the Branch; (d) provide timely written notice to the other of any pending proposed tax audits or assessments with respect to the Deposit Liabilities or payments in respect thereto thereof, or the operation of the Branch for taxable periods for which the other may have liability under this Agreement; and (e) furnish the other with copies of all relevant correspondence received from any taxing authority in connections with any tax audit or information request with respect to any taxable period referred to in clause (d) above. Notwithstanding any other provision of this Agreement, the party requesting assistance or cooperation shall pay the other party's ’s reasonable out-of-pocket expenses in complying with such request to the extent that such expenses are attributable to fees and other costs of unaffiliated third party service providers.

Cooperation on Certain Tax Matters. After the Closing Date, Seller ---------------------------------- and Purchaser shall each use commercially reasonable efforts to (a) assist (and cause their respective affiliates to assist) the other party in preparing any tax returns that such other party is responsible for preparing and filing in accordance with this Agreement; (b) cooperate fully in preparing any audits of or disputes with taxing authorities regarding any tax returns with respect to the Deposit Liabilities or payments in respect thereof; (c) make available to the other and to any taxing authority as reasonably requested all relevant information, records, and documents relating to taxes with respect to the Deposit Liabilities or payments in respect thereof; (d) provide timely written notice to the other of any pending proposed tax audits or assessments with respect to the Deposit Liabilities or payments in respect thereto for taxable periods for which the other may have liability under this Agreement; and (e) furnish the other with copies of all relevant correspondence received from any taxing authority in connections with any tax audit or information request with respect to any taxable period referred to in clause (d) above. Notwithstanding any other provision of this Agreement, the party requesting assistance or cooperation shall pay the other party's ’s out-of-pocket expenses in complying with such request to the extent that such expenses are attributable to fees and other costs of unaffiliated third party service providers.

Cooperation on Certain Tax Matters. After the Closing Date, Seller ---------------------------------- and Purchaser shall each use commercially reasonable efforts to (ai) assist (and cause their respective affiliates to assist) the other party in preparing any tax returns that such other party is responsible for preparing and filing in accordance with this Agreement; , (bii) cooperate fully in preparing any audits of or disputes with taxing authorities regarding any tax returns with respect to the Deposit Liabilities Purchased Assets or payments in respect thereof; income therefrom, (ciii) make available to the other and to any taxing authority as reasonably requested all relevant information, records, and documents relating to taxes with respect to the Deposit Liabilities Purchased Assets or payments in respect thereof; income therefrom, (div) provide timely written notice to the other of any pending or proposed tax audits or assessments with respect to the Deposit Liabilities Purchased Assets or payments in respect thereto income therefrom, for taxable periods for which the other may have liability under this Agreement; , and (ev) furnish the other with copies of all relevant correspondence received from any taxing authority in connections connection with any tax audit or information request with respect to any taxable period referred to in clause (div) above. Notwithstanding any other provision of this Agreement, the The party requesting assistance or cooperation shall pay the other party's out-of-pocket expenses in complying with such request to the extent that such expenses are attributable to fees and other costs of unaffiliated third party service providers.

Cooperation on Certain Tax Matters. After the Closing Date, Seller ---------------------------------- and Purchaser Buyer shall each use commercially reasonable efforts to (a) assist (and cause their respective affiliates to assist) the other party in preparing any tax returns that such other party is responsible for preparing and filing in accordance with this Agreement; (b) cooperate fully in preparing responding any audits of or disputes with taxing authorities regarding any tax returns with respect to the Deposit Liabilities or payments in respect thereof, or the operation of the Branch; (c) make available to the other and to any taxing authority as reasonably requested all relevant information, records, and documents relating to taxes with respect to the Deposit Liabilities or payments in respect thereof, or the operation of the Branch; (d) provide timely written notice to the other of any pending proposed tax audits or assessments with respect to the Deposit Liabilities or payments in respect thereto thereof, or the operation of the Branch for taxable periods for which the other may have liability under this Agreement; and (e) furnish the other with copies of all relevant correspondence received from any taxing authority in connections with any tax audit or information request with respect to any taxable period referred to in clause (d) above. Notwithstanding any other provision of this Agreement, the party requesting assistance or cooperation shall pay the other party's out-of-pocket expenses in complying with such request to the extent that such expenses are attributable to fees and other costs of unaffiliated third party service providers.