Common use of Miscellaneous Tax Matters Clause in Contracts

Miscellaneous Tax Matters. (i) Each of Merck Serono and BioMarin shall (1) provide the other with such assistance as may reasonably be requested under the regulations, statutory provisions or international treaties applicable to the requested Party by the other in connection with the preparation of any Tax Return, examination by any Taxing authority or Tax-related Proceeding in connection with the Product Business or the Transferred Assets, (2) retain and provide the other with any records or other information that may be relevant to such Tax Return, examination, or Tax-related Proceeding and (3) keep the other timely informed regarding the status of any examination or other Tax-related Proceeding that affects any amount required to be shown on any Tax Return of the other for any Taxable period. (ii) Each Party shall use commercially reasonable efforts to timely execute and deliver (or to cause to be timely executed and delivered) any such certificates or forms (including IRS Form W-8BEN-E or any similar form) as may be necessary or appropriate and otherwise to cooperate to establish any available exemption from (or otherwise reduce) any Tax imposed as a result of the transactions described in this Agreement. (iii) The covenants contained in this Section 6.07 shall survive until 60 days following the expiration of the applicable statute of limitations (including extensions thereof).

Appears in 3 contracts

Samples: Termination and Transition Agreement (Biomarin Pharmaceutical Inc), Termination and Transition Agreement (Biomarin Pharmaceutical Inc), Termination and Transition Agreement (Biomarin Pharmaceutical Inc)

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Miscellaneous Tax Matters. (i) Each of Merck Serono and BioMarin shall (1) provide the other with such assistance as may reasonably be requested under the regulations, statutory provisions or international treaties applicable to the requested Party by the other in connection with the preparation of any Tax Return, examination by any Taxing authority or Tax-related Proceeding in connection with the Product Business or the Transferred Assets, (2) retain and provide the other with any records or other information that may be relevant to such Tax Return, examination, or Tax-related Proceeding and (3) keep the other timely informed regarding the status of any examination or other Tax-related Proceeding that affects any amount required to be shown on any Tax Return of the other for any Taxable period. (ii) Each Party shall use commercially reasonable efforts to timely execute and deliver (or to cause to be timely executed and delivered) any such certificates or forms (including IRS Form W-8BEN-E or any similar form) as may be necessary or appropriate and otherwise to cooperate to establish any available exemption from (or otherwise reduce) any Tax imposed as a result of the transactions described in this Agreement. (iii) The covenants contained in this Section 6.07 4.01 shall survive until 60 days following the expiration of the applicable statute of limitations (including extensions thereof).

Appears in 2 contracts

Samples: Termination Agreement (Biomarin Pharmaceutical Inc), Termination Agreement (Biomarin Pharmaceutical Inc)

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