Tax Records and Cooperation. (A) CBI shall, and shall cause its Affiliates to, (i) retain and provide to ABI and its Affiliates, on reasonable request, access during regular business hours to any records or other information (including any books and records, workpapers, schedules, supporting entries, backups, and other documents) relating to CCC Company and/or Servicios Company with respect to any Pre-Closing Period and any Pre-Closing Straddle Period and (ii) provide to ABI and its Affiliates, on reasonable request, access during regular business hours to personnel of CBI, any of its Affiliates, CCC Company, and/or Servicios Company familiar with Tax matters relating to CCC Company and/or Servicios Company to respond to inquiries of ABI or any of its Affiliates relating to Taxes with respect to any Pre-Closing Period and any Pre-Closing Straddle Period. (B) ABI shall, and shall cause its Affiliates to (i) retain and provide to CBI and its Affiliates, on reasonable request, access during regular business hours to any records or other information (including any books and records, work papers, schedules, supporting entries, backups, and other documents relating to the CCC Company and/or the Servicios Company relating to Pre-Closing Period and any Pre-Closing Straddle Period and (ii) provide to CBI and its Affiliates, on reasonable request, access during regular business hours to personnel of ABI and/or any of its Affiliates familiar with Tax matters relating to the CCC Company and/or Servicios Company to respond to inquiries of CBI or any of its Affiliates relating to Taxes with respect to any Post-Closing Straddle Period.
Tax Records and Cooperation. (i) Each of Sellers and Purchaser shall, and shall cause its Affiliates (which for Purchaser, after the Closing Date, shall include the Companies and their Subsidiaries) to, (i) provide to the other party, on reasonable request and at such other party’s expense, any records or other information in its possession (including any books and records, workpapers, schedules, supporting entries, backups, and other documents) relating to the Companies and their Subsidiaries with respect to any Pre-Closing Tax Period or Pre-Closing Straddle Period and (ii) provide to the other party, on reasonable request and at such other party’s expense, cooperation and assistance with respect to the preparation of any Tax Return, any Tax Contest, or any other matter relating to Taxes, for any Pre-Closing Tax Period or any Pre-Closing Straddle Period.
Tax Records and Cooperation. The Purchasers and the Sellers (and their respective Affiliates) shall cooperate with each other in connection with the filing of any Tax Returns and any audit, litigation or other Proceeding with respect to Taxes, whether for any Pre- Closing Tax Period, Pre-Closing Straddle Period, Post-Closing Tax Period, or Post-Closing Straddle Period. Such cooperation shall include the retention and (upon the other party's request) the provision of records and information reasonably relevant to any such audit, litigation, or other Proceeding and making employees with relevant knowledge available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder; provided, however, that Sellers shall not be required to provide any copies of their consolidated, combined or unitary Tax Returns under this Section 5.18(g) or any other provisions of this Agreement. The parties agree (i) to retain all books and records with respect to Tax matters pertinent to any Target Company or Subsidiary thereof relating to any taxable period beginning before the Closing Date until the expiration of the statute of limitations (and, to the extent notified by the Purchasers or the Sellers any extensions of the statute of limitations) of the respective taxable periods, and to abide by all record retention agreements entered into with any Tax Authority, and (ii) to give the other party reasonable written notice prior to transferring, destroying or discarding any such books and records and, if any of the other parties so requests, the Purchasers or the Sellers, as the case may be, shall allow the other party to take possession of such books and records. (h)
Tax Records and Cooperation. Each Party shall cooperate as reasonably requested by the other in connection with the returns contemplated hereby and any proceedings in connection therewith, including retaining records, providing information and making employees available, all as reasonably requested. Xxxxxxxx shall cause the LP and the LLC to retain all books and records regarding tax matters until expiration of the applicable statute of limitations and any extensions thereof.
Tax Records and Cooperation. (i) The Buyer and the Seller shall, and shall cause their Affiliates to, (A) retain and provide upon reasonable written request, access during regular business hours to any records or other information (including any books and records, workpapers, schedules, supporting entries, backups, and other documents) relating to the Company with respect to any Pre-Closing Tax Period or any Straddle Period and (B) provide on reasonable written request access during regular business hours to personnel familiar with Tax matters relating to the Company to respond to inquiries relating to Taxes with respect to any Pre-Closing Tax Period or any Straddle Period, in each case, as may be reasonably required in connection with the preparation of any Tax Return, any Tax Contest, or any other matter relating to Taxes, whether for any Pre-Closing Tax Period, any Pre-Closing Straddle Period, any Post-Closing Tax Period, or any Post-Closing Straddle Period.
Tax Records and Cooperation. Seller and Buyer shall (a) each provide the other, and Buyer shall, from Closing, cause the Acquired Companies to provide to Seller, such assistance as may be reasonably requested by any of them in connection with the preparation of any Tax Return, audit or other examination by any Governmental Authority or Proceeding relating to liability for Taxes, including, as and when requested by the other, the preparation by employees or agents of Buyer or Seller, as the case may be, who have access to or possession of the accounting entries and supporting documents necessary to prepare a Tax Return, of a draft of all of any part of a Tax Return and for delivery of such Tax Return to the other for review and filing, (b) each retain and provide the other on request, at the expense of the requesting party, with any material records or information which may be relevant to such Tax Return, audit, Proceeding or determination, and (c) each provide the other with any amount shown as due on any Tax Return of the other, as well as supporting calculations for such amount, for any period. Without limiting the generality of the foregoing, Buyer shall retain, and shall, from Closing, cause the Acquired Companies to retain, until the applicable statutes of limitation (including any extensions) have expired, copies of all Tax Returns, supporting work schedules and other records or information in its possession which may be relevant to such Tax Returns for all taxable periods from January 1, 2009 to the Closing Date, inclusive, and shall not destroy or otherwise dispose of any such records without first providing Seller the opportunity to review and copy same. Seller and Buyer shall each promptly notify the other of any extension of the statutes of limitation of the Acquired Companies granted in relation to any Pre-Effective Date Period or Straddle Period. Following the Closing Date, Seller shall forward to Buyer all Tax statements or notices received by Seller with respect to the Acquired Companies or their assets for any Straddle Period or Post-Effective Date Period within thirty (30) days after its receipt thereof.
Tax Records and Cooperation
