Common use of Tax Cooperation Clause in Contracts

Tax Cooperation. The Parties agree to furnish or cause to be furnished to each other, upon request, as promptly as practicable, such information and assistance relating to the Company (including access to books and records) as is reasonably necessary for the filing of all Tax Returns, the making of any election relating to Taxes, the preparation for any audit by any governmental authority and the prosecution or defense of any claims, suit or proceeding relating to any Tax.

Appears in 5 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement, Asset Purchase Agreement (Ds Healthcare Group, Inc.)

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Tax Cooperation. The Parties agree to shall furnish or cause to be furnished to each other, upon request, and at the sole cost of the requesting Party, as promptly as practicable, such information and assistance relating to the Company (including access to books and records) Purchased Assets as is reasonably necessary for the filing of all Tax ReturnsReturns and the preparation for, or the making of prosecution or defense of, any election audit, claim, demand, proposed adjustment or deficiency relating to Taxes, the preparation for and any audit by any governmental authority and the prosecution or defense of any claims, suit other matter or proceeding relating to any TaxTaxes.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Sequential Brands Group, Inc.), Asset Purchase Agreement (Sequential Brands Group, Inc.), Asset Purchase Agreement (Sequential Brands Group, Inc.)

Tax Cooperation. The Parties agree to shall furnish or cause to be furnished to each other, upon request, and at the sole cost of the requesting Party, as promptly as practicable, such information and assistance relating to the Company (including access to books and records) as is reasonably necessary for the filing of all Tax ReturnsReturns and the preparation for, or the making of prosecution or defense of, any election audit, claim, demand, proposed adjustment or deficiency relating to Taxes, the preparation for and any audit by any governmental authority and the prosecution or defense of any claims, suit other matter or proceeding relating to any TaxTaxes.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Sequential Brands Group, Inc.)

Tax Cooperation. The Parties agree to furnish or cause to be furnished parties shall make available to each other, upon request, as promptly as practicable, such other (and to their respective accountants and attorneys) any and all books and records and other documents and information and assistance in their possession or control relating to the Company (including access to books and records) its Subsidiaries and shall cause the reasonable cooperation of their employees, as is reasonably necessary requested by the party seeking such information or assistance, for the filing of all Tax Returns, the making purpose of any election relating to Taxes, the preparation for any audit by any governmental authority and the prosecution Tax examination or defense of any claims, suit or proceeding relating to any TaxTax controversy.

Appears in 1 contract

Samples: Purchase Agreement (Compass Diversified Holdings)

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Tax Cooperation. The Parties parties hereto agree to furnish or cause to be furnished to each the other, upon request, as promptly as practicable, such information and assistance relating to the Company (including access to books and records) and assistance relating to the Company's assets or the Business as is reasonably necessary for the filing of all any Tax Returns, the making of any election relating to TaxesReturn, the preparation for any audit by any governmental authority and Tax audit, the prosecution or defense of any claimsclaim, suit or proceeding relating to any Taxproposed Tax adjustment relating to the Company's assets or the Business. The parties shall keep all such information and documents received by them confidential unless otherwise required by law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fortegra Financial Corp)

Tax Cooperation. The Parties parties agree to furnish or cause to be furnished to each other, upon request, as promptly as practicable, such information and assistance relating to the Company Business and the Assets (including including, without limitation, access to books Books and recordsRecords) as is reasonably necessary for the preparation and filing of all Tax Returnsreturns, the making of any election relating to Taxes, the preparation for any audit by any governmental authority Governmental Authority, and the prosecution or defense of any claimsclaim, suit or proceeding relating to any Tax. The parties shall cooperate with each other in the conduct of any audit or other proceeding relating to Taxes involving the Assets or the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Innuity, Inc. /Ut/)

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