Common use of Retention of Tax Records Clause in Contracts

Retention of Tax Records. Except as provided in paragraph (b), Refining shall preserve and keep all Tax Records exclusively relating to the assets and activities of the Refining Group's Pre-Distribution Periods, and Valero shall preserve and keep all other Tax Records relating to Taxes 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 (i) the expiration of any applicable statutes of limitation, and (ii) seven years after the Time of Distribution. If prior to the expiration of the applicable statute of limitation and such seven-year period Refining or Valero 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 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 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.

Appears in 3 contracts

Samples: The Merger Agreement (Valero Refining & Marketing Co), Tax Sharing Agreement (Pg&e Corp), Sharing Agreement (Valero Energy Corp)

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Retention of Tax Records. Except as provided in paragraph (b)Section 8.2, Refining each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of the Refining Group's its respective Group for Pre-Distribution Periods, and Valero Distributing shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-Distribution 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 (i) the expiration of any applicable statutes of limitation, and (ii) seven years after the Time of DistributionDistribution Date. If If, prior to the expiration of the applicable statute of limitation and such seven-year period Refining or Valero 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 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 book, or other record accumulation 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.

Appears in 2 contracts

Samples: Tax Indemnification and Allocation Agreement (Daisytek International Corporation /De/), Tax Indemnification and Allocation Agreement (Pfsweb Inc)

Retention of Tax Records. Except as provided in paragraph (b), Refining Each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities Separate Company Taxes of the Refining Group's its Group for Pre-Distribution IPO Periods, and Valero Parent shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-IPO 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 (i) the expiration of any applicable statutes of limitation, and or (ii) seven years after the Time of DistributionIPO Closing Date. If If, prior to the expiration of the applicable statute of limitation and such seven-year period Refining or Valero 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 90 days prior written notice to the other Company. Such notice shall include a list of the records Tax Records to be disposed of of, describing in reasonable detail each file, book or other 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.

Appears in 2 contracts

Samples: Tax Matters Agreement (Helix Energy Solutions Group Inc), Tax Matters Agreement (Cal Dive International, Inc.)

Retention of Tax Records. Except as provided in paragraph (b), Refining Each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities of the Refining its Group's Pre-Distribution Periods, and Valero Parent shall preserve and keep all other Tax Records relating to Taxes of the Groups, 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 (i) the expiration of any applicable statutes of limitation, and (ii) seven years after the Time end of Distributionthe last Tax Period for which a Consolidated or Combined Income Tax Return is filed. If If, prior to the expiration of the applicable statute of limitation and such seven-year period Refining or Valero period, a Company reasonably determines that any Tax Records which it is required to preserve and keep under this Section 8 9 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 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 book, or other 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.

Appears in 1 contract

Samples: Tax Allocation and Sharing Agreement (Next Level Communications Inc)

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Retention of Tax Records. Except as provided in paragraph (b), Refining Each Company shall preserve and keep all Tax Records exclusively relating to the assets and activities Separate Company Taxes of the Refining Group's its Group for Pre-Distribution IPO Periods, and Valero Parent shall preserve and keep all other Tax Records relating to Taxes of the Groups for Pre-IPO 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 (i) the expiration of any applicable statutes of limitation, and (ii) seven years after the Time of DistributionIPO Closing Date. If If, prior to the expiration of the applicable statute of limitation and such seven-year period Refining or Valero 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 90 days prior written notice to the other Company. Such notice shall include a list of the records Tax Records to be disposed of describing in reasonable detail each file, book or other 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.

Appears in 1 contract

Samples: Tax Matters Agreement (Cal Dive International, Inc.)

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