Common use of Retention of Records; Access Clause in Contracts

Retention of Records; Access. 7.01 For so long as the contents thereof may become material in the administration of any matter under applicable Tax Law, but in any event until the later of (i) the expiration of any applicable statutes of limitation and (ii) seven years after the Closing Date, the Parties shall (a) retain records, documents, accounting data and other information (including computer data and the systems necessary to access such data) necessary for the preparation and filing of all Tax Returns in respect of Taxes of any member of the CCE Group or the Splitco Group or for any Tax Contests relating to such Tax Returns, and (b) give to the other Parties reasonable access to such records, documents, accounting data and other information (including computer data) and to its personnel (insuring their cooperation), systems and premises, for the purpose of the review or audit of such Tax Returns to the extent relevant to an obligation or liability of a Party under this Agreement or for purposes of the preparation or filing of any such Tax Return, the conduct of any Tax Contest or any other matter reasonably and in good faith related to the Tax affairs of the requesting Party. At any time after the Closing Date that TCCC or Splitco proposes to destroy such material or information, it shall first notify the other Party in writing and such other Party shall be entitled to receive such materials or information proposed to be destroyed.

Appears in 4 contracts

Samples: Business Separation and Merger Agreement (Coca-Cola Enterprises, Inc.), Tax Sharing Agreement (Coca-Cola Enterprises, Inc.), Business Separation and Merger Agreement (Coca Cola Co)

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Retention of Records; Access. 7.01 For so long as the contents thereof may become material in the administration of any matter under applicable Tax Lawlaw, but in any event until the later of (i) the expiration of any applicable statutes statute of limitation and (ii) seven years after the Closing Distribution Date, the Parties shall (a) retain records, documents, accounting data and other information (including computer data and the systems necessary to access such data) necessary for the preparation and filing of all Tax Returns in respect of Taxes of either LRAD or Parametric Sound for any member of the CCE Group Pre-Distribution Period or the Splitco Group any Post-Distribution Period or for any Tax Contests relating to such Tax Returns, and (b) give to the other Parties Party reasonable access to such records, documents, accounting data and other information (including computer data) and to its personnel (insuring ensuring their cooperation), systems ) and premises, for the purpose of the review or audit of such Tax Returns to the extent relevant to an obligation or liability of a Party under this Agreement or for purposes of the preparation or filing of any such Tax Return, the conduct of any Tax Contest or any other matter reasonably and in good faith related to the Tax affairs of the requesting Party. At any time after the Closing Distribution Date that TCCC or Splitco a Party proposes to destroy such material or information, it shall first notify the other Party in writing and such the other Party shall be entitled to receive such materials or information proposed to be destroyed.

Appears in 3 contracts

Samples: Tax Sharing Agreement (LRAD Corp), Tax Sharing Agreement (Parametric Sound Corp), Tax Sharing Agreement (Parametric Sound Corp)

Retention of Records; Access. 7.01 For so long as the contents thereof may become material in the administration of any matter under applicable Tax Lawlaw, but in any event until the later of (i) the expiration of any applicable statutes statute of limitation and (ii) seven years after the Closing Distribution Date, the Parties shall (a) retain records, documents, accounting data and other information (including computer data and the systems necessary to access such data) necessary for the preparation and filing of all Tax Returns in respect of Taxes of any member of either the CCE Bentley Group or the Splitco CPEX Group for any Pre-Distribution Period or any Post-Distribution Period or for any Tax Contests relating to such Tax Returns, and (b) give to the other Parties Party reasonable access to such records, documents, accounting data and other information (including computer data) and to its personnel (insuring ensuring their cooperation), systems ) and premises, for the purpose of the review or audit of such Tax Returns to the extent relevant to an obligation or liability of a Party under this Agreement or for purposes of the preparation or filing of any such Tax Return, the conduct of any Tax Contest or any other matter reasonably and in good faith related to the Tax affairs of the requesting Party. At any time after the Closing Distribution Date that TCCC or Splitco a Party proposes to destroy such material or information, it shall first notify the other Party in writing and such the other Party shall be entitled to receive such materials or information proposed to be destroyed.

Appears in 3 contracts

Samples: Tax Sharing Agreement (CPEX Pharmaceuticals, Inc.), Tax Sharing Agreement (CPEX Pharmaceuticals, Inc.), Tax Sharing Agreement (Bentley Pharmaceuticals Inc)

Retention of Records; Access. 7.01 For so long as the contents thereof may become material in the administration of any matter under applicable Tax Lawlaw, but in any event until the later of (ia) the expiration of any applicable statutes statute of limitation and (iib) seven years after the Closing Distribution Date, the Parties shall (ai) retain records, documents, accounting data and other information (including computer data and the systems necessary to access such data) necessary for the preparation and filing of all Tax Returns in respect of Taxes of any member of either the CCE PPD Group or the Splitco Furiex Group for any Pre-Distribution Period or any Post-Distribution Period or for any Tax Contests relating to such Tax Returns, and (bii) give provide to the other Parties Party reasonable access to such records, documents, accounting data and other information (including computer data) and to its personnel (insuring ensuring their cooperation), systems ) and premises, for the purpose of the review or audit of such Tax Returns to the extent relevant to an obligation or liability of a the requesting Party under this Agreement or for purposes of the preparation or filing of any such Tax ReturnReturn of the requesting Party, the conduct of any Tax Contest or any other matter reasonably and in good faith related to the Tax affairs of the requesting Party. At any time after the Closing Date thereafter that TCCC or Splitco a Party proposes to destroy such material or information, it shall first notify the other Party in writing at least 30 days in advance, and such the other Party shall be entitled to receive such materials or information proposed to be destroyed.

Appears in 2 contracts

Samples: Tax Sharing Agreement (Furiex Pharmaceuticals, Inc.), Tax Sharing Agreement (Furiex Pharmaceuticals, Inc.)

Retention of Records; Access. 7.01 For so long as the contents thereof may become material in the administration of any matter under applicable Tax Lawlaw, but in any event until the later of (i) the expiration of any applicable statutes statute of limitation and (ii) seven years after the Closing Distribution Date, the Parties shall (a) retain records, documents, accounting data and other information (including computer data and the systems necessary to access such data) necessary for the preparation and filing of all Tax Returns in respect of Taxes of either SGI or AMPMI for any member of the CCE Group Pre-Distribution Period or the Splitco Group any Straddle Period or for any Tax Contests relating to such Tax Returns, and (b) give to the other Parties Party reasonable access to such records, documents, accounting data and other information (including computer data) and to its personnel (insuring ensuring their cooperation), systems ) and premises, for the purpose of the review or audit of such Tax Returns to the extent relevant to an obligation or liability of a Party under this Agreement or for purposes of the preparation or filing of any such Tax Return, the conduct of any Tax Contest or any other matter reasonably and in good faith related to the Tax affairs of the requesting Party. At any time after the Closing Distribution Date that TCCC or Splitco a Party proposes to destroy such material or information, it shall first notify the other Party in writing and such the other Party shall be entitled to receive such materials or information proposed to be destroyed.

Appears in 2 contracts

Samples: Tax Separation Agreement (Spectrum Group International, Inc.), Tax Separation Agreement (A-Mark Precious Metals, Inc.)

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Retention of Records; Access. 7.01 For so long as the contents thereof may become material in the administration of any matter under applicable Tax Lawlaw, but in any event until the later of (i) the expiration of any applicable statutes statute of limitation and (ii) seven years after the Closing Redemption Date, the Parties shall (a) retain records, documents, accounting data and other information (including computer data and the systems necessary to access such data) necessary for the preparation and filing of all Tax Returns in respect of Taxes of any member of either the CCE DG Group or the Splitco SpinCo Group for any Pre-Redemption Period or any Straddle Period or for any Tax Contests Claims relating to such Tax Returns, and (b) give to the other Parties Party reasonable access to such records, documents, accounting data and other information (including computer data) and to its personnel (insuring ensuring their cooperation), systems ) and premises, for the purpose of the review or audit of such Tax Returns to the extent relevant to an obligation or liability of a Party under this Agreement or for purposes of the preparation or filing of any such Tax Return, the conduct of any Tax Contest Claim or any other matter reasonably and in good faith related to the Tax affairs of the requesting Party. At any time after the Closing Redemption Date that TCCC or Splitco a Party proposes to destroy such material or information, it shall first notify the other Party in writing and such the other Party shall be entitled to receive such materials or information proposed to be destroyed.

Appears in 2 contracts

Samples: Tax Matters Agreement (Sizmek Inc.), Tax Matters Agreement (New Online Co)

Retention of Records; Access. 7.01 For so long as The Verizon Group and the contents thereof may become material in the administration of any matter under applicable Tax Law, but in any event until the later of (i) the expiration of any applicable statutes of limitation and (ii) seven years after the Closing Date, the Parties Company Group shall (a) subject to the provisions of the Transition Services Agreement, in accordance with their respective then current record retention policies or for the period required by applicable law, if longer, retain records, documents, accounting data and other information (including computer data and the systems necessary to access such data) necessary for the preparation and filing of all Tax Returns in respect of Taxes of any member of either the CCE Verizon Group or the Splitco Spinco Group for any Pre-Distribution Period or any Post-Distribution Period or for any Tax Contests relating to such Tax Returns, ; and (b) give to the other Parties party reasonable access to such records, documents, accounting data and other information (including computer data) and to its personnel (insuring their cooperation), systems ) and premises, for the purpose of the review or audit of such Tax Returns to the extent relevant to an obligation or liability of a Party party under this Agreement or for purposes of the preparation or filing of any such Tax Return, the conduct of any Tax Contest or any other matter reasonably and in good faith related to the Tax affairs of the requesting Partyparty. At Subject to the provisions of the Transition Services Agreement, at any time after the Closing Distribution Date that TCCC the Company Group or Splitco the Verizon Group proposes to destroy such material or information, it shall first notify the other Party group in writing and such other Party group shall be entitled to receive at its cost and expense such materials or information proposed to be destroyed.

Appears in 1 contract

Samples: Tax Sharing Agreement (Frontier Communications Corp)

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