Common use of Tax Records Clause in Contracts

Tax Records. (a) Agilent and Verigy agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Date, for a period of at least ten (10) years following the Separation Date and (ii) allow the other Party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent and Verigy may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days prior written notice to the other Party, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party requesting such records.

Tax Records. (a) Agilent Conexant and Verigy Alpha agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Conexant and Verigy Alpha may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days' prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent Fortune and Verigy ACCO agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Fortune and Verigy ACCO may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days’ prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent Conexant and Verigy Mindspeed agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Conexant and Verigy Mindspeed may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days' prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent Rockwell and Verigy Conexant agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Rockwell and Verigy Conexant may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days' prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent Goodrich and Verigy EnPro agree to (and to cause each member of their respective Tax Group respecxxxx Xxx Groups to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents relating thereto as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing which exist on the date hereof or are created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Goodrich and Verigy EnPro may reasonably deem necessary or appropriate from time to xxxx xx time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) unless the Party party proposing to destroy or otherwise dispose of such records shall provide have provided no less than thirty (30) calendar days 30 days' prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if of. If a recipient of such notice shall request requests in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent Goodrich and Verigy EnPro agree to (and to cause each member of their respective resxxxxxxx Tax Group Groups to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents relating thereto as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing which exist on the date hereof or are created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Goodrich and Verigy EnPro may reasonably deem necessary or appropriate from time frxx xxxx to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) unless the Party party proposing to destroy or otherwise dispose of such records shall provide have provided no less than thirty (30) calendar days 30 days' prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if of. If a recipient of such notice shall request requests in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent 5.3.1. Ambassadors and Verigy Education agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Ambassadors and Verigy Education may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days' prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent Rockwell and Verigy agree Rockwell Collxxx xxxee to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Rockwell and Verigy may Rockwell Collxxx xxx reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days' prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent American Brands, New Xxxxxxxx and Verigy Xxxxxxxx agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) 10 years following the Separation Distribution Date and (ii) allow the other Party parties to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent American Brands, New Xxxxxxxx and Verigy Xxxxxxxx may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (Aa) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days' prior written notice to the other Partyother, specifying in reasonable detail the records proposed to be destroyed or disposed of and (Bb) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.

Tax Records. (a) Agilent Acacia and Verigy CombiMatrix agree to (and to cause each member of their respective Tax Group to) (i) retain all Tax Returns, related schedules and workpapers, and all material records and other documents as required under Section 6001 of the Code and the regulations promulgated thereunder relating thereto existing on the date hereof or created through the Separation Distribution Date, for a period of at least ten (10) years following the Separation Distribution Date and (ii) allow the other Party party to this Agreement, at times and dates reasonably acceptable to the retaining party, to inspect, review and make copies of such records, as Agilent Acacia and Verigy CombiMatrix may reasonably deem necessary or appropriate from time to time. In addition, after the expiration of such ten-year period, such Tax Returns, related schedules and workpapers, and material records shall not be destroyed or otherwise disposed of at any time, unless, prior to such destruction or disposal, (A) the Party party proposing to destroy or otherwise dispose of such records shall provide no less than thirty (30) calendar days 30 days’ prior written notice to the other Partyparty, specifying in reasonable detail the records proposed to be destroyed or disposed of and (B) if a recipient of such notice shall request in writing prior to the scheduled date for such destruction or disposal that any of the records proposed to be destroyed or disposed of be delivered to such requesting party, the Party party proposing the destruction or disposal shall promptly arrange for the delivery of such requested records at the expense of the Party party requesting such records.