Common use of Cooperation and Records Retention Clause in Contracts

Cooperation and Records Retention. Sellers and Purchaser shall (i) each provide the other with such assistance as may reasonably be requested by any of them in connection with the preparation of any return, audit, or other examination by any taxing authority or judicial or administrative proceedings relating to Liability for Taxes, (ii) each retain and provide the other with any records or other information that may be relevant to such return, audit or examination, proceeding or determination, and (iii) each provide the other with any final determination of any such audit or examination, proceeding, or determination that affects any amount required to be shown on any tax return of the other for any period. Without limiting the generality of the foregoing, Purchaser and each Seller shall each retain, until the applicable statutes of limitations (including any extensions) have expired, copies of all tax returns, supporting work schedules, and other records or information that may be relevant to such returns for all tax periods or portions thereof ending on or before the Closing Date and shall not destroy or otherwise dispose of any such records without first providing the other party with a reasonable opportunity to review and copy the same.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Vdi Multimedia), Asset Purchase Agreement (Vdi Media)

Cooperation and Records Retention. After the Closing Date, Sellers and Purchaser the Company shall each (i) each provide the other party with such assistance as may reasonably be requested by any of them in connection with the preparation of any return, audit, or other examination by any taxing authority or judicial or administrative proceedings relating to Liability liability for any Taxes, (ii) each retain and provide the other party with any records or other information that may be relevant to such return, audit or examination, proceeding or determination, and (iii) each provide the other party with any final determination of any such audit or examination, proceeding, or determination that affects any amount required to be shown on any tax return Tax Return of the other for any period. Without limiting the generality of the foregoing, Purchaser the Company and each Seller Sellers shall each retain, until the applicable statutes of limitations (including any extensions) have expired, copies of all tax returnsTax Returns, supporting work schedules, and other records or information that may be relevant to such returns for all tax periods or portions thereof ending on or before the Closing Date and shall not destroy or otherwise dispose of any such records without first providing the other party with a reasonable opportunity to review and copy the sameDate.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Usinternetworking Inc), Stock Purchase Agreement (Usinternetworking Inc)

Cooperation and Records Retention. Sellers Seller and Purchaser Buyer shall (i) each provide the other with such assistance as may reasonably be requested by any of them in connection with the preparation of any return, audit, or other examination by any taxing authority or judicial or administrative proceedings relating to Liability liability for Taxes, (ii) each retain and provide the other with any records or other information that may be relevant to such return, audit or examination, proceeding or determination, and (iii) each provide the other with any final determination of any such audit or examination, proceeding, or determination that affects any amount required to be shown on any tax return of the other for any period. Without limiting the generality of the foregoing, Purchaser Buyer and each Seller shall each retain, until the applicable statutes of limitations (including any extensions) have expired, copies of all tax returns, supporting work schedules, and other records or information that may be relevant to such returns for all tax periods or portions thereof ending on or before the Closing Date and shall not destroy or otherwise dispose of any such records without first providing the other party with a reasonable opportunity to review and copy the same.

Appears in 1 contract

Sources: Asset Purchase Agreement (Cygnus Inc /De/)

Cooperation and Records Retention. Sellers The Seller and Purchaser shall the Buyer will (i) each provide the other with such assistance as may reasonably be requested by any of them in connection with the preparation of any tax return, audit, audit or other examination by any taxing authority or judicial or administrative proceedings relating to Liability liability for Taxestaxes, (ii) each retain and provide the other with any records or other information that which may be relevant to such tax return, audit or examination, proceeding or determination, and (iii) each provide the other with any final determination of any such audit or examination, proceeding, proceeding or determination that affects any amount required to be shown on any tax return of the other for any period. Without limiting the generality of the foregoing, Purchaser the Seller and each Seller shall each the Buyer will retain, until the applicable statutes of limitations (including any all extensions) have expired, copies of all tax returns, supporting work schedules, schedules and other records or information that which may be relevant to such tax returns for all tax periods or portions thereof ending on or before the Closing Date and shall will not destroy or otherwise dispose of any such records without first providing the other party with a reasonable opportunity to review and copy the same.

Appears in 1 contract

Sources: Asset Purchase Agreement (Eltrax Systems Inc)