Each of PubCo and the Stockholders’ Representative and Sellers shall (a) furnish to the other party in a timely manner such information, documents and other materials as the other party may reasonably request for purposes of making, reviewing or approving any determination or computation necessary or appropriate under this Agreement, preparing any Tax Return or contesting or defending any audit, examination or controversy with any Taxing Authority, (b) make itself and its representatives available to the other party and its representatives to provide explanations of documents and materials and such other information as the requesting party or its representatives may reasonably request in connection with any of the matters described in clause (a) above, and (c) reasonably cooperate in connection with any such matter, and the requesting party shall reimburse the other party for any reasonable documented third-party out-of-pocket costs and expenses incurred pursuant to this Section 4.04.