Common use of Cooperation on Tax Matters Clause in Contracts

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with any Tax matters relating to the filing Company (including by the provision of Tax Returns pursuant to this Section 9(g) and any audit, litigation reasonably relevant records or information). The party requesting such cooperation shall pay the reasonable out-of-pocket expenses of the other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunderparty.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g) Article XI and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other Party's request) the provision of records and information that are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers’ Representative shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) Agreement and any audit, litigation Tax Contest. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information which may be reasonably relevant to any such Tax Return or other proceeding Tax Contest and making employees appropriate persons available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers shall cooperate fullycooperate, as and to the extent reasonably requested by the other Partyparty, in connection with the preparation, filing and execution of Tax Returns pursuant to this Section 9(g) and any audit, litigation action with respect to Taxes. Such cooperation shall include the retention and (upon the other Party’s request) the provision of records and information or other proceeding portions thereof that are reasonably relevant to any such Tax Return or action and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.hereunder or, to the extent necessary, to testify at any such

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g) Article XI and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other Party’s request) the provision of records and information that are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the preparation and filing of Tax Returns pursuant to this Section 9(g) Article 9 and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) tax returns and any audit, litigation or other proceeding with respect to taxes. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunderunder this Agreement.

Cooperation on Tax Matters. (i) The Buyer Purchaser, the Company and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyparties, in connection with the filing or amendment of Tax Returns pursuant to this Agreement, any Tax Contest, and complying with the provisions of Section 9(g9.07. Such cooperation shall include the retention and (upon the other parties’ request) the provision of records and information which are reasonably relevant to any audit, litigation or other proceeding such Tax Contest and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer Buyer, the Company and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyanother, in connection with the filing of Tax Returns pursuant to this Section 9(g5.7(b) or otherwise, and any audit, litigation or Contest. Such cooperation shall include the retention and (upon the other proceeding party’s request) the provision of records and information that are reasonably relevant to any such Tax Return filing and/or Contest and making employees available on a mutually convenient reasonable basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall will cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding with respect to Taxes. Such cooperation will include (A) the retention and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.(upon the other Party's

Cooperation on Tax Matters. (i) The Buyer Buyer, Seller and the Seller Parent shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing and preparation of Tax Returns pursuant to this Section 9(g) Article 11 and any audit, litigation or proceeding related thereto. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information that are reasonably relevant to any such proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer Buyer, the Company and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other party's request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns tax returns pursuant to this Section 9(g) and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder5.18.

Cooperation on Tax Matters. (i) The Buyer and the Seller Shareholders shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, appeal, hearing, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information which are reasonably relevant to any such audit, appeal, hearing, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer Buyer, the Company and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyanother, in connection with the filing of Tax Returns pursuant to this Section 9(g5.7(b) or otherwise, and any audit, litigation or Contest. Such cooperation shall include the retention and (upon the other proceeding party’s request) the provision of records and information that are reasonably relevant to any such Tax Return filing and/or Contest and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g10(g) and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) 10.3.1 The Buyer Buyer, the Company and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the each other Party, in connection with the filing of any Tax Returns pursuant to this Section 9(g) Clause 10 and any audit, litigation or other proceeding and making employees available on a mutually convenient basis with respect to provide additional information and explanation of any material provided hereunderTaxes.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) Agreement and any audit, litigation Tax Contest. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information which may be reasonably relevant to any such Tax Return or other proceeding Tax Contest and making employees appropriate persons available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer Purchaser Group and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) 7.13 and any audit, litigation or other proceeding with respect to Taxes and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.in connection with the Section 338(h)(10)

Cooperation on Tax Matters. (i) The Buyer Seller and the Seller Purchasers shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing and preparation of Tax Returns pursuant to this Section 9(g) Article and any auditTax proceeding relating thereto. Specifically, litigation or other proceeding Seller and making employees available on a mutually convenient basis to provide additional information Purchasers shall (and explanation of any material provided hereunder.shall cause their respective Affiliates to):

Cooperation on Tax Matters. (i) The Buyer Seller and the Seller Purchaser shall cooperate fully, as and to the extent reasonably requested by the other Partyother, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation audit or other proceeding Proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information that are reasonably relevant to any such audit or other Proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing and preparation of Tax Returns pursuant to this Section 9(g) Article 10 and any audit, litigation or proceeding related thereto. Such cooperation shall include the retention and (upon the other party's request) the provision of records and information that are reasonably relevant to any such proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fullywill cooperate, as and to the extent reasonably requested by the any other Partyparty, in connection with the filing and preparation of Tax Returns pursuant related to this Section 9(g) the Purchased Assets and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunderProceeding related thereto.

Cooperation on Tax Matters. (i) The Buyer Buyer, the Company and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyparties, in connection with the filing of Tax Returns pursuant to this Section 9(g) 10 and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other Party’s request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other PartyBuyer, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding Proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the Buyer's request) the provision of records and information which are reasonably relevant to any such Proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer Purchaser, the Company and the Seller shall each cooperate fully, as and to the extent reasonably requested by the other each Party, in connection with the filing of Tax Returns pursuant to this Section 9(g) Agreement and any audit, litigation or other proceeding Tax Proceeding with respect to Taxes attributable to any Pre-Closing Tax Period. Such cooperation shall include the retention and (upon the relevant Party’s request) the provision of records and information which are reasonably relevant to any such Tax Proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (ia) The Buyer Purchaser and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) Article and any audit, litigation or other proceeding and making employees available on a mutually convenient basis with respect to provide additional information and explanation of any material provided hereunderTaxes.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the filing retention and (upon the other party's request) the provision of Tax Returns pursuant records and information which are reasonably relevant to this Section 9(g) and any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.additional

Cooperation on Tax Matters. (i) The Seller and Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding with respect to taxes. Such cooperation shall include the retention and (upon the other party's request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of on any material provided hereunder. 12.

Cooperation on Tax Matters. (i) The Buyer Purchaser and the Seller shall cooperate fullycooperate, as and to the extent reasonably requested by the other Partyparty, in connection with the preparation and filing of Tax Returns (including the Tax Allocation) pursuant to this Section 9(g) Agreement and any auditaction, litigation suit, demand or other proceeding and making employees available on a mutually convenient basis with respect to provide additional information and explanation of any material provided hereunderTaxes relating to the transaction pursuant to this Agreement.

Cooperation on Tax Matters. (i) The Buyer Buyer, the Company and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the any other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) 8.1 and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.with respect to

Cooperation on Tax Matters. (i) The Buyer Investor and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g10(g) and any audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer and the Seller Sellers' Representative shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding with respect to Taxes, in each case with respect to Pre-Closing Periods and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.Straddle

Cooperation on Tax Matters. (i) The Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) Article X and any audit, litigation or other proceeding and making employees available on a mutually convenient basis with respect to provide additional information and explanation of any material provided hereunderTaxes.

Cooperation on Tax Matters. (i) The Sellers and Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Party, in connection with the filing of Tax Returns pursuant to this Section 9(g) Agreement and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other Party’s request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Seller and Buyer and the Seller shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) 8.10 and any audit, litigation or other proceeding and making employees available on a mutually convenient basis with respect to provide additional information and explanation of any material provided hereunderTaxes.

Cooperation on Tax Matters. (i) The Buyer Buyer, the Companies and the Seller Sellers shall -------------------------- cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other party's request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

Cooperation on Tax Matters. (i) The Buyer Purchaser and the Seller Sellers shall cooperate fully, as and to the extent reasonably requested by the other Partyparty, in connection with the filing of Tax Returns pursuant to this Section 9(g) and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other party's reasonable request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.