Cooperation and Access to Information. Provided that the rights under this paragraph (b) lapse on the expiration of the Indemnity period or the exhaustion of the Escrow Fund, the parties to this Agreement shall cooperate as and to the extent reasonably requested by any other party hereto, in connection with (i) the filing of Tax Returns pursuant to this Agreement and any audit, litigation or other proceeding with respect to Taxes, and (ii) complying with Section 6043 of the Code and all Treasury Regulations promulgated thereunder. Such cooperation shall include the retention and (upon another party's request) the provision of records and information which are reasonably relevant to any such Tax Return, audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.
Appears in 2 contracts
Sources: Merger Agreement (Vina Technologies Inc), Merger Agreement (Vina Technologies Inc)
Cooperation and Access to Information. Provided that the rights under this paragraph (b) lapse on the expiration of the Indemnity period or the exhaustion of the Escrow Fundperiod, the parties to this Agreement shall cooperate as and to the extent reasonably requested by any other party hereto, in connection with (i) the filing of Tax Returns pursuant to this Agreement and any audit, litigation litigation, or other proceeding with respect to Taxes, and (ii) complying with Section 6043 of the Code and all Treasury Regulations promulgated thereunder. Such cooperation shall include the retention and (upon another party's request) the provision of records and information which are reasonably relevant to any such Tax Return, audit, litigation litigation, or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Headwaters Inc)