Mutual Assistance Regarding Taxes. Sellers, on the one hand, and Buyers, on the other, agree to provide each other such assistance (including access to Books and Records) as may be reasonably required by either of them in connection with the preparation of any Tax Return, any audit or other examination by any taxing authority or any judicial or administrative proceeding related to any liability for Taxes (including any refunds of Taxes) and each will provide the other with any records or information relevant to such Tax Return, audit or examination, proceeding or determination as are in its possession or subject to its control. Such assistance shall include making employees available on a mutually convenient basis to provide additional information and explanation of any material provided pursuant hereto. All 62 information provided pursuant to this Section 9.4(a) shall be held in confidence, and not be disclosed to others for any reason whatsoever, except to the extent such disclosure is required in order to effect the intent of this Section 9.4(a) or such disclosure is required by law. For a period of seven years from the Closing Date, neither Buyers nor Sellers shall destroy any records related to the their Operations necessary for Tax Return preparation or support in audits or other tax proceedings for any period up to and including the Closing Date without the prior written consent of the other. Each of Buyers and Sellers agree that AAPT shall make a valid election to be treated as a "real estate investment trust" for U.S. federal income tax purposes within the meaning of Section 856(a) of the Code, commencing with its taxable year ended on December 31, 1997, and will take all actions reasonably necessary to cause such election to be made.
Mutual Assistance Regarding Taxes. Sellers and Buyer will provide each other such assistance as may reasonably be required by either of them in connection with the preparation of any return for Taxes, any audit or other examination by any taxing authority or any judicial or administrative proceedings related to Liability for taxes (including refunds) and will each provide the other with any records or information relevant to such return, audit or examination, proceedings or determination as are in its possession or subject to its control. Such assistance shall include making employees available on a mutually convenient basis to provide additional information and explanation of any material provided pursuant hereto and shall include providing copies of any relevant tax returns of Sellers. All information provided pursuant to this Section 7(d) shall be held in confidence, and not be disclosed to others for any reasons whatsoever, except to the extent that such disclosure is required in order to effect the intent of this Section 7(d) or such disclosure is required by the law. Neither Buyer nor Sellers shall destroy any records related to the Business necessary for tax return preparation or support in audits or other tax proceedings for any period up to and including the Closing without the prior written consent of the other.
Mutual Assistance Regarding Taxes. The Purchasers and the Sellers will provide each other such assistance as may reasonably be required by any of them in connection with the preparation of any Tax Return, any audit or other examination by any taxing authority or any judicial or administrative proceedings related to liability for Taxes (including refunds) and will each provide the other with any records or information relevant to such return, audit or examination, proceedings or determination as are in its possession or subject to its control. Such assistance shall include making employees available on a mutually convenient basis to provide additional information and explanation of any material provided pursuant hereto and shall include providing copies of any relevant Tax Returns.
Mutual Assistance Regarding Taxes. CORPORATE SELLERS and HLTC INC. will each provide the other party with such assistance as may reasonably be requested in connection with the preparation of any tax return, audit or other examination by any taxing authority, or judicial or administrative proceeding relating to liability for Taxes as defined below, will each retain and provide to the other party all records and other information which may be relevant to any such tax return, audit or examination, proceeding or determination, and will each provide the other party with any final determination of any such audit or examination, 24 proceeding or determination that affects any amount required to be shown on any tax return of the other party for any period. Without limiting the generality of the foregoing, each party will retain, until the expiration of the applicable statutes of limitation (including any extensions thereof) copies of all tax returns, supporting work schedules and other records relating to tax periods or portions thereof ending prior to or on the Closing Date.
