Common use of Retention of Tax Records Clause in Contracts

Retention of Tax Records. IAC and New IAC, respectively, shall preserve and keep all Tax Records exclusively relating to the assets and activities of the New Match Group and the New IAC Group, respectively, for the Pre-Deconsolidation Period, and IAC shall preserve and keep all other Tax Records relating to Taxes of the Groups for the Pre-Deconsolidation Period, 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) the expiration of any applicable statutes of limitations, or (b) seven years after the Deconsolidation Date (such later date, the “Retention Date”). After the Retention Date, each Company may dispose of such Tax Records upon 90 days’ prior written notice to the other Company. If, prior to the Retention Date, a Company reasonably determines that any Tax Records that it would otherwise be required to preserve and keep under this Section 9 are no longer material in the administration of any matter under the Code or other applicable Tax Law and the other Company agrees, then such first Company may dispose of such Tax Records upon 90 days’ prior notice to the other Company. Any notice of an intent to dispose given pursuant to this Section 9.01 shall include a list of the Tax Records to be disposed of describing in reasonable detail the files, books, 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. IAC and New IAC, respectively, Each Company shall preserve and keep all Tax Records exclusively relating to the assets (including emails and activities other digitally stored materials and related workpapers and other documentation) in its possession as of the New Match Group and the New IAC Group, respectively, for the Pre-Deconsolidation Period, and IAC shall preserve and keep all other Tax Records date hereof or relating to Taxes of the Groups for the Pre-Deconsolidation PeriodDistribution Periods or Taxes or Tax matters that are the subject of this Agreement, in each case, 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) 90 days after the expiration of any applicable statutes of limitationslimitations (taking into account any extensions), or (bii) seven years after the Deconsolidation Distribution Date (such later date, the “Retention Date”). After the Retention Date, each Company may dispose of such Tax Records upon 90 days’ prior written notice to the other Company. If, prior to the Retention Date, a Company reasonably determines that any Tax Records that which it would otherwise be required to preserve and keep under this Section 9 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law and the other Company agrees, then such first Company may dispose of such Tax Records upon 90 days’ prior notice to the other Company. Any notice of an intent to dispose given pursuant to this Section 9.01 8.01 shall include a list of the Tax Records to be disposed of describing in reasonable detail the fileseach file, books, 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, and the other Company will then dispose of the same Tax Records.

Retention of Tax Records. IAC and New IAC, respectively, Each Company shall preserve and keep all Tax Records exclusively in its possession relating to the assets and activities of the New Match its Group and the New IAC Group, respectively, for the Pre-Deconsolidation PeriodSeparation Periods or Taxes or Tax matters that are the subject of this Agreement, and IAC shall preserve and keep all other Tax Records relating to Taxes of the Groups for the Pre-Deconsolidation Periodin each case, 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) after the expiration of any applicable statutes period of limitationslimitations (taking into account applicable extensions and waivers and, or if applicable, the carryforward period for any Tax Asset) and (b) seven (7) years after the Deconsolidation Effective Date (such later date, the “Retention Date”). After the Retention Date, each Company may dispose of such Tax Records upon 90 ninety (90) days’ prior written notice to the other Company. If, prior to the Retention Date, a Company reasonably determines that any Tax Records that which it would otherwise be required to preserve and keep under this Section 9 Article 8 are no longer material in the administration of any matter under the Code or other applicable Tax Law and the other Company agrees, then such first Company may dispose of such Tax Records upon 90 ninety (90) days’ prior notice to the other Company. Any notice of an intent to dispose given pursuant to this Section 9.01 8.01 shall include a list of the Tax Records to be disposed of describing in reasonable detail the fileseach file, books, 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 ninety (90)-day period, all or any part of such Tax Records.