Access by Sellers. Subsequent to the Closing, Buyer shall preserve and give to Sellers reasonable access during normal business hours to all of the books, reports, records, CATV Instruments and Contracts from files and records transferred to Buyer at the time of Closing, for the purposes of the preparation of tax returns, the preparation of the Preliminary Working Capital Statement, the defense of any claims asserted or which may be asserted with respect to which Sellers are the Indemnitor as contemplated by the Agreement, or other proper business purposes.
Access by Sellers. Buyer shall, and shall cause the Company to, for a period of five (5) years after the Closing Date, during normal business hours and upon reasonable advance notice, provide Sellers and its designees and representatives with such access to the books and records of the Company as may be reasonably requested by Sellers, which shall be entitled, at their expense, to make extracts and copies of such books and records; provided, however, that the Sellers shall treat confidentially any information obtained pursuant to this Section 8.3, including, without limitation, any information related to Buyer, the Company or the business of the Company. Buyer agrees that it shall not, during such five (5) year period, destroy or cause or permit to be destroyed any material books or records without first obtaining the consent of Seller (or providing to Seller notice of such intent and a reasonable opportunity to copy such books or records, at Sellers’ expense, at least thirty (30) days prior to such destruction).
Access by Sellers. After the Closing Date, Sellers and their authorized representatives shall have reasonable access (at Seller’s sole cost and expense) during Buyers’ normal business hours to all books and records in the possession of Buyers (to the extent that Sellers have not retained a copy thereof) pertaining to the Properties for periods prior to the Effective Date for the purpose of prosecuting or defending claims, lawsuits or other procedures, for audit purposes, or to comply with legal process, rules, regulations or orders of any governmental authority. Sellers at their own expense may copy such records as they deem appropriate. Buyers agree to maintain such books and records for a minimum of seven (7) years after Closing.
Access by Sellers. After the Closing Date, Sellers and their authorized representatives shall have reasonable access (at Seller’s sole cost and expense) during Buyers’ normal business hours to all books and records in the possession of Buyers (to the extent that Sellers have not retained a copy thereof) pertaining to the Properties for periods from to the Effective Date for the purpose of prosecuting or defending claims, lawsuits or other procedures, for audit purposes, or to comply with legal process, rules, regulations or orders of any governmental authority. Sellers at their own expense may copy such records as they deem appropriate. Buyers agree to maintain such books and records for a minimum of seven (7) years after Closing. Buyers shall provide Sellers with a description and listing of the actual costs incurred by Buyers attributable to the drilling and completion of xxxxx on the Texas Properties, including supporting data and records reasonably requested by Sellers. These cost amount reports shall be provided every quarter for those costs actually incurred by Buyers attributable to the drilling and completion of xxxxx on the Texas Properties in the previous quarter.
Access by Sellers. Buyer shall, and shall cause each of the Acquired Companies to, for a period of five (5) years after the Closing Date, during normal business hours and upon reasonable advance notice, provide Sellers’ Representative and its designees and representatives with such reasonable access to the books and records of the Acquired Companies as may be reasonably requested by Sellers’ Representative, who shall be entitled, at its expense, to make extracts and copies of such books and records. Buyer agrees that it shall not, during such five (5) year period, destroy or cause or permit to be destroyed any material books or records without first obtaining the consent of Sellers’ Representative (or providing to Sellers’ Representative notice of such intent and a reasonable opportunity to copy such books or records, at Sellers’ expense, at least thirty (30) days prior to such destruction).
Access by Sellers. Buyer shall, and shall cause the Company to, for a period of five years after the Closing Date, during normal business hours, provide Sellers’ Representative and its representatives with such access to the books and records of the Company as may be reasonably requested by Sellers’ Representative, who shall be entitled, at its expense, to copy such books and records. Buyer shall not, during such five-year period, destroy or cause or permit to be destroyed any books or records without first obtaining the consent of Sellers’ Representative (or providing to Sellers’ Representative notice of such intent and a reasonable opportunity to copy such books or records at least 30 days prior to such destruction).
Access by Sellers. Buyer shall, and shall cause each of the Acquired Companies to, for a period of five (5) years after the Closing Date (or such other period as may be required by Law), to retain the books and records of the Acquired Companies relating to the period prior to the Closing Date and to, during normal business hours and upon reasonable advance notice, provide Sellers’ Representative and its designees and representatives with reasonable access to such {P02534_X101.HTM;8} books and records and any extracts or copies thereof for the purpose of preparing Tax Returns as any such Person may reasonably request and at such Person’s expense.
Access by Sellers. Subsequent to the Closing, Buyer shall preserve and provide Sellers reasonable access during normal business hours to all of the books, reports, records, PCS Licenses and Contracts from files and records transferred to Buyer at the time of Closing, for the purposes of the preparation of tax returns, the defense of any claims asserted or which may be asserted with respect to which any Seller is the Indemnitor as contemplated by the Agreement, or other proper business purposes. Buyer shall give Sellers prior written notice of any intended destruction or disposal of any such books, reports, records, PCS Licenses and Contracts and, at Sellers' request, shall deliver any such books, reports, records, PCS Licenses and Contracts to Sellers, provided that Sellers shall reimburse Buyer for any out-of-pocket expenses incurred for copying and shipping.
Access by Sellers. Buyer shall, for a period of five (5) years after the Closing Date, during normal business hours, provide Sellers’ Representative and its designees with such access to the books and records of Holdings and the Company as may reasonably be requested by Sellers’ Representative for the purpose of discharging any Seller obligations under this Agreement (and not in connection with any ongoing dispute or litigation with or involving Buyer), complying with any applicable Law or to facilitate a response to any third-party claim. If permitted under this Section 8.2.6. the Seller Representative shall be entitled, at its expense, to make inspections of the Real Property and extracts and copies of such books and records. Buyer agrees that it shall not, during such 5-year period, destroy or cause or permit to be destroyed any material books or records pertaining to Taxes without first obtaining the consent of Sellers’ Representative (or providing to Sellers’ Representative notice of such intent and a reasonable opportunity to copy such books or records at least thirty (30) days prior to such destruction).
Access by Sellers. Buyer shall, for a period of five (5) years after the Closing Date, during normal business hours, provide Sellers' Representative and its designees with such access to the books and records of the Company and to the Real Property of the Company as may reasonably be requested by Sellers' Representative, who shall be entitled, at its expense, to make inspections of the Real Property and extracts and copies of the books and records of the Company, to permit Sellers' Representative to take all necessary or desirable action required (i) in connection with any matters pertaining to Taxes (including, without limitation, the preparation and filing of any Tax Return) with respect to Sellers and (ii) to achieve the Act 2 release. Buyer agrees that it shall not, during such 5-year period, destroy or cause or permit to be destroyed any material books or records pertaining to Taxes or the Act 2 release without first obtaining the consent of Sellers' Representative (or providing to Sellers' Representative notice of such intent and a reasonable opportunity to copy such books or records at least thirty (30) days prior to such destruction).
