Common use of Cooperation After Closing Clause in Contracts

Cooperation After Closing. After the Closing Date, Seller and ------------------------- American General shall: (i) assist (and cause their respective affiliates to assist) the other party in preparing any Tax Returns or reports which such other party is responsible for preparing and filing in accordance with this Section 4.14; (ii) cooperate fully in preparing for any audits of, or disputes with taxing authorities regarding, any Tax Returns of Savings; (iii) make available to the other and to any taxing authority as reasonably requested all information, records, and documents relating to Taxes of Savings; (iv) provide timely notice to the other in writing of any pending or threatened tax audits or assessments of Savings for taxable periods for which the other may have a liability under this Agreement; (v) furnish the other with copies of all correspondence received from any taxing authority in connection with any tax audit or information request with respect to any such taxable period; (vi) retain and (upon the other party's request) provide records and information that are reasonably relevant to any audit, litigation or other proceeding or to tax matters pertinent to Savings relating to any taxable year or period beginning before the Closing Date until the expiration of the statute of limitations (and any extensions thereof) of the respective taxable periods and give the other party reasonable written notice prior to transferring, destroying or discarding any such records and information; provided, -------- if American General so requests, after receiving notice that such records are to be destroyed or discarded, Seller shall allow American General to take possession of such books and records; and, provided -------- further, that American General shall not be required to give such ------- notice to Seller after the expiration of the statute of limitations (and any extensions thereof known to American General) of the respective tax period to which such books and records relate; (vii) provide, upon request, all information that may be required for reporting pursuant to Section 6043 of the Code and the regulations thereunder; and (viii) abide by all record retention agreements entered into with any taxing authority.

Cooperation After Closing. After the Closing Date, Brite, Seller and ------------------------- American General Buyer shall: (i) assist (and cause their respective affiliates to assist) the other party in preparing any Tax Returns or reports which such other party is responsible for preparing and filing in accordance with this Section 4.144.5; (ii) cooperate fully in preparing for any audits of, or disputes with taxing authorities regarding, any Tax Returns Return of SavingsCompany; (iii) make available to the other and to any taxing authority as reasonably requested all information, records, and documents relating to Taxes of SavingsCompany; (iv) provide timely notice to the other in writing of any pending or threatened tax audits or assessments of Savings Company for taxable periods for which the other may have a liability under this Agreement; (v) furnish the other with copies of all correspondence received from any taxing authority in connection with any tax audit or information request with respect to any such taxable period; (vi) retain and (upon the other party's request) provide records and information that are reasonably relevant to any audit, litigation or other proceeding or to tax matters pertinent to Savings Company relating to any taxable year or period beginning before the Closing Date until the expiration of the statute of limitations (and any extensions thereof) of the respective taxable periods and give the other party reasonable written notice prior to transferring, destroying or discarding any such records and information; provided, -------- if American General Buyer so requests, after receiving notice that such records are to be destroyed or discarded, Seller Brite shall allow American General Buyer to take possession of such books and records; and, provided -------- further, that American General Buyer shall not be required to give such ------- notice to Seller Brite after the expiration of the statute of limitations (and any extensions thereof known to American GeneralBuyer) of the respective tax period to which such books and records relate; (vii) provide, upon request, all information that may be required for reporting pursuant to Section 6043 of the Code and the regulations thereunder; and (viii) abide by all record retention agreements entered into with any taxing authority.

Cooperation After Closing. After the Closing Date, Brite, Seller and ------------------------- American General Buyer shall: (i) assist (and cause their respective affiliates to assist) the other party in preparing any Tax Returns or reports which such other party is responsible for preparing and filing in accordance with this Section 4.144.5; (ii) cooperate fully in preparing for any audits of, or disputes with taxing authorities regarding, any Tax Returns Return of SavingsCompany; (iii) make available to the other and to any taxing authority as reasonably requested all information, records, and documents relating to Taxes of SavingsCompany; (iv) provide timely notice to the other in writing of any pending or threatened tax audits or assessments of Savings Company for taxable periods for which the other may have a liability under this Agreement; (v) furnish the other with copies of all correspondence received from any taxing authority in connection with any tax audit or information request with respect to any such taxable period; (vi) retain and (upon the other party's request) provide records and information that are reasonably relevant to any audit, litigation or other proceeding or to tax matters pertinent to Savings Company relating to any taxable year or period beginning before the Closing Date until the expiration of the statute of limitations (and any extensions thereof) of the respective taxable periods and give the other party reasonable written notice prior to transferring, destroying or discarding any such records and information; providedPROVIDED, -------- if American General Buyer so requests, after receiving notice that such records are to be destroyed or discarded, Seller Brite shall allow American General Buyer to take possession of such books and records; and, provided -------- furtherPROVIDED FURTHER, that American General Buyer shall not be required to give such ------- notice to Seller Brite after the expiration of the statute of limitations (and any extensions thereof known to American GeneralBuyer) of the respective tax period to which such books and records relate; (vii) provide, upon request, all information that may be required for reporting pursuant to Section 6043 of the Code and the regulations thereunder; and (viii) abide by all record retention agreements entered into with any taxing authority.

Cooperation After Closing. After the Closing Date, . Seller and ------------------------- American General FACO shall: (i) assist (and cause their respective affiliates to assist) the other party in preparing any Tax Returns or reports which such other party is responsible for preparing and filing in accordance with this Section 4.144.16; (ii) cooperate fully in preparing for any audits of, or disputes with taxing authorities regarding, any Tax Returns of Savings; (iii) make available to the other and to any taxing authority as reasonably requested all information, records, and documents relating to Taxes of Savings; (iv) provide timely notice to the other in writing of any pending or threatened tax audits or assessments of Savings for taxable periods for which the other may have a liability under this Agreement; (v) furnish the other with copies of all correspondence received from any taxing authority in connection with any tax audit or information request with respect to any such taxable period; (vi) retain and (upon the other party's request) provide records and information that are reasonably relevant to any audit, litigation or other proceeding or to tax matters pertinent to Savings relating to any taxable year or period beginning before the Closing Date until the expiration of the statute of limitations (and any extensions thereof) of the respective taxable periods and give the other party reasonable written notice prior to transferring, destroying or discarding any such records and information; provided, -------- if American General FACO so requests, after receiving notice that such records are to be destroyed or discarded, Seller shall allow American General FACO to take possession of such books and records; and, provided -------- further, that American General FACO shall not be required to give such ------- notice to Seller after the expiration of the statute of limitations (and any extensions thereof known to American GeneralFACO) of the respective tax period to which such books and records relate; (vii) provide, upon request, all information that may be required for reporting pursuant to Section 6043 of the Code and the regulations thereunder; and (viii) abide by all record retention agreements entered into with any taxing authority.