Common use of Retention of Tax Records Clause in Contracts

Retention of Tax Records. Except as provided in Section 8.2, each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of its respective Group for Pre-Distribution Tax Periods, and Distributing Co. shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (a) ninety (90) days after the expiration of any applicable statutes of limitation, and (b) seven (7) years after the Distribution Closing Date. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records upon ninety (90) days prior notice to the other Company. Such notice shall include a list of the records to be disposed of describing in reasonable detail each file, book, or other records being disposed. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.28.02, each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of its respective Group for Pre-Distribution Tax Periods, and Distributing Co. Tenneco shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, and (bii) seven (7) years after the Distribution Closing Date. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records upon ninety (90) 90 days prior notice to the other Company. Such notice shall include a list of the records to be disposed of describing in reasonable detail each file, book, or other records record accumulation being disposed. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.27.2, each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of its their respective Group Groups for Pre-Distribution Tax Periods, and Distributing Co. ICN shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, as extended, and (bii) seven (7) years after the Distribution Closing Date. If, prior Prior to the expiration disposing of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law7, such a Company may dispose of such records upon ninety (shall provide 90) -days prior written notice to the other Company. Such notice shall include a list of the records to be disposed of describing in reasonable detail each file, book, or other records record accumulation being disposeddisposed of. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.2, each Each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities Separate Company Taxes of its their respective Group Groups for Pre-Distribution Tax Deconsolidation Periods, and Distributing Co. shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Deconsolidation Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, and (bii) seven (7) years after the Distribution Closing Datedate of the Distribution. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 6.2 are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records Tax Records upon ninety (90) 90 days prior notice to the other CompanyCompanies. Such notice shall include a list of the records Tax Records to be disposed of describing in reasonable detail each file, book, book or other records record accumulation being disposed. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.2------------------------ 7.2, each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of its their respective Group Groups for Pre-Distribution Tax Periods, and Distributing Co. NDC shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, as extended, and (bii) seven (7) years after the Distribution Closing Date. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which that it is required to preserve and keep under this Section 8 Article VII are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records upon ninety (90) 90 days prior written notice to the other Company. Such notice shall include a list of the records to be disposed of describing in reasonable detail each file, book, or other records record accumulation being disposed. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.28.02, each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of its their respective Group Groups for Pre-Distribution Tax Periods, and Distributing Co. Systems shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, and (bii) seven (7) years after the Distribution Closing Date. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records upon ninety (90) 90 days prior notice to the other CompanyCompanies. Such notice shall include a list of the records to be disposed of describing in reasonable detail each file, book, or other records record accumulation being disposed. The notified Company Companies shall have the opportunity, at its their cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.2, each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of its respective Group for Pre-Distribution Tax Periods, and Distributing Co. shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, and (bii) seven (7) years after the Distribution Closing Date. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records upon ninety (90) 90 days prior notice to the other Company. Such notice shall include a list of the records to be disposed of describing in reasonable detail each file, book, or other records being disposed. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.2, each Each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of its respective Group for Pre-Distribution Tax Deconsolidation Periods, and Distributing Co. MINC shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Deconsolidation Tax Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, and (bii) seven (7) years after the Distribution Closing Deconsolidation Date. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records upon ninety (90) 90 days prior notice to the other Company. Such notice shall include a list of the records to be disposed of describing in reasonable detail each file, book, or other records record accumulation being disposed. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.

Retention of Tax Records. Except as provided in Section 8.2, each Each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities Separate Company Taxes of its their respective Group Groups for Pre-Distribution Tax Cutoff Periods, and Distributing Co. Quanex shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution Tax Cutoff Periods, for so long as the contents thereof may become material in the administration of any matter under the Code or other applicable Tax Law, but in any event until the later of (ai) ninety (90) days after the expiration of any applicable statutes of limitation, and (bii) seven (7) years after the Distribution Closing Datedate of the Distribution. If, prior to the expiration of the applicable statute of limitation and such seven-year period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 6.2 are no longer material in the administration of any matter under the Code or other applicable Tax Law, such Company may dispose of such records Tax Records upon ninety (90) 90 days prior notice to the other CompanyCompanies. Such notice shall include a list of the records Tax Records to be disposed of describing in reasonable detail each file, book, book or other records record accumulation being disposed. The notified Company shall have the opportunity, at its cost and expense, to copy or remove, within such 90-day period, all or any part of such Tax Records.