Common use of Audit Activity Clause in Contracts

Audit Activity. Each of Alloy and ▇▇▇▇▇*s will coordinate its respective efforts with respect to audits of Combined Returns of any Pre-Distribution Taxable Period and any Straddle Period and will furnish the other with all necessary workpapers and records to respond to audit inquiries. Alloy and ▇▇▇▇▇*s will each be responsible as agent for those Combined Return which are required by law to be filed by a member of their respective groups (the “Responsible Party” and the other party the “Non-Responsible Party”) for responding to information requests from the state Tax Authorities regarding such audits. The Non-Responsible Party will be responsible for responding to information requests regarding issues primarily affecting Tax Liabilities of its group, but will act through the Responsible Party rather than directly contacting the appropriate Tax Authority.