Access to and Retention of Books and Records. For a period of six (6) years from the Closing Date, each party shall have reasonable access to any books and records of the other party relating to the Purchased Assets and the Assumed Liabilities, and the requesting party, at its own expense, may make copies and extracts when such copies and extracts are required by regulatory authorities, for litigation purposes, or for tax or accounting purposes; provided that in the event that as of the end of such period, any tax year of Sellers is under examination by any taxing authority, such books and records shall be maintained by Purchaser until a final determination of the tax liability of Sellers for that year has been made. If such copies or extracts require use of a party’s equipment or facilities, the user shall reimburse the other party for all costs incurred, including without limitation employee expenses.
Access to and Retention of Books and Records. On the Closing Date, to the extent practicable, Purchaser shall receive possession of, and all right, title and interest in, all books and records relating to and located at the Branches which are in the possession of Seller; provided that for a period of at least six (6) years from the Closing Date, each party shall have reasonable access to said books and records of the other party and the books and records of the Branches and the requesting party, at its own expense, may make copies and extracts when such copies and extracts are required by regulatory authorities, for litigation purposes, accounting purposes or as otherwise appropriate; provided further that in the event that as of the end of such period, any tax year of the Seller is under examination by any taxing authority, such books and records shall be maintained by Purchaser until a final determination of the tax liability of Seller for that year has been made. If such copies or extracts require use of a party's equipment or facilities, the user shall reimburse the other party for all costs incurred, including without limitation employee expenses. Notwithstanding the foregoing, neither party shall have any obligation to retain records beyond any statutorily required or commonly acceptable time limit. Purchaser agrees to maintain records with respect to the Branches for the applicable period. Notwithstanding anything to the contrary contained herein, the obligations of the parties hereto under this Section shall be subject to all applicable laws relating to the confidentiality of bank records.
Access to and Retention of Books and Records. (a) All of the books, records, files and other information, including electronic records, acquired by Purchaser shall remain reasonably available to Seller, and all books, records, files and other information, including electronic records, retained by Seller relating to the Business shall remain reasonably available to Buyer, for review and copying for a period of seven (7) years following the Closing Date or for any longer periods as may be required specifically by any governmental entity or ongoing litigation, provided that such access shall not unreasonably interfere with the business operation of the party in possession, reasonable advance written notice shall have been given and the requesting party may only use such information for legitimate business purposes relating to the period prior to the Closing Date. Books and records, including without limitation, historical financial and tax information, acquired by Purchaser or retained by Seller shall be retained by the parties in compliance with applicable governmental requirements for records retention. If at any time within seven (7) years following Closing Purchaser or Seller wishes to dispose of books and records related to the Business, the party wishing to dispose shall give prior written notice to the other party of its intention, specifying the books and records of which it wished to dispose. If, within 45 days of receipt of such notice, the notified party has not given instructions to the notifying party to deliver specified books and records to it, the notifying party may dispose of such books and records. Notice shall be given as described in Section 7.9 below.
Access to and Retention of Books and Records. For a period of six years from the Closing Date, each party shall have commercially reasonable access to any books and records of the other party relating to the Purchased Assets and the Assumed Liabilities, and the requesting party, at its own expense, may make copies and extracts when such copies and extracts are required by regulatory authorities, for litigation purposes, or for Tax or accounting purposes; provided that in the event that as of the end of such period, any tax year of Seller is under examination by any Taxing authority, Seller shall inform Purchaser in writing of the audit and such books and records shall be maintained by Purchaser until a final determination of the Tax liability of Seller for that year has been made. If such copies or extracts require use of a party’s equipment or Branches, the user shall reimburse the other party for all costs incurred, including, without limitation, employee expenses.
Access to and Retention of Books and Records. Upon execution of this Agreement, Target shall provide Purchaser and the Bank Parties and their representatives, accountants and counsel reasonable access to the Target Offices, employees, depository records, Loan files, and all other documents and other information concerning the Target Offices as a Bank Party may reasonably request; provided that with respect to Target employees, Target's sole obligation shall be to provide the requesting Bank Party with information concerning the name, position, date of hire and salary of Target employees. Target shall provide each Bank Party reasonable assistance in its investigation relating to the Target Offices; provided that the Bank Party's investigation shall be conducted in a manner which does not unreasonably interfere with Target's normal operations, customers and employee relations and provided further that if the Bank Party's investigation occurs during non-business hours, the expenses incurred by Target as a result of such investigation during non- business hours shall be paid by such Bank Party to Target promptly upon the receipt of an invoice therefor. On the Closing Date, to the extent practicable, Purchaser and Purchaser's designee shall receive possession of, and all right, title and interest of Target in, all books and records relating to the Bank Business and the Trust Business, the Assumed Liabilities, and the operation of the Target Offices which are in the possession of Target.
Access to and Retention of Books and Records. For a period of six (6) years from the Closing Date and to the extent permitted by law, each party shall have commercially reasonable access to any books and records of the other party relating to the Purchased Assets and the Assumed Liabilities, and the requesting party, at its own expense, may make copies and extracts when such copies and extracts are required by regulatory authorities, for litigation purposes, or for tax or accounting purposes; provided that in the event that as of the end of such period, any tax year of Seller is under examination by any taxing authority, such books and records shall be maintained by Purchaser until a final determination of the tax liability of Seller for that year has been made. If such copies or extracts require use of a party's equipment or facilities, the user shall reimburse the other party for all costs incurred, including without limitation employee expenses.
Access to and Retention of Books and Records. For a period of six (6) years from the Closing Date, each party shall have reasonable access to any books and records of the other party relating to the Purchased Assets and the Assumed Liabilities, and the requesting party, at its own expense, may make copies and extracts when such copies and extracts are 4832-5501-9850v.12 0058243-000353 required by Governmental Authorities, for litigation purposes, or for tax or accounting purposes. If such copies or extracts require use of a party’s equipment or facilities, the user shall reimburse the other party for all costs incurred, including without limitation employee expenses.
Access to and Retention of Books and Records. Upon execution of this Agreement, and to the extent permitted by applicable law, Seller shall cause Bank to provide Buyer and its representatives, accountants and legal counsel reasonable access to the Bank’s offices, employees, depository records, loan files and all other documents and other information concerning the Bank as Buyer may reasonably request. To the extent permitted by applicable law, Seller shall provide Buyer reasonable assistance in its investigation relating to the Bank; provided, that Buyer’s investigation shall be conducted during normal business hours, upon reasonable prior notice to the Seller, and in a manner that does not unreasonably interfere with Bank’s normal operations, customers and employee relations. On the Closing Date, Buyer shall receive possession of (at the Bank offices), and all right, title and interest of Bank in, all books and records relating to the business of the Bank, the operation of the Bank offices and the corporate existence and activities of Bank which are in the possession of Bank.
Access to and Retention of Books and Records. For a period of six (6) years from the Closing Date, Purchaser shall provide to FNB (and Sovereign shall use its commercially reasonable efforts to cause FNB to agree to provide to Purchaser) commercially reasonable access to any books and records relating to the Purchased Assets and the Assumed Liabilities, and the requesting party, at its own expense, may make copies and extracts when such 70 copies and extracts are required by regulatory authorities, for litigation purposes, or for tax or accounting purposes; provided that in the event that as of the end of such period, any tax year of Sovereign or FNB is under examination by any taxing authority, such books and records shall be maintained by Purchaser until a final determination of the tax liability of Sovereign or FNB for that year has been made. If such copies or extracts require use of a party's equipment or facilities, the user shall reimburse the other party for all costs incurred, including without limitation employee expenses.
Access to and Retention of Books and Records. On the Closing Date, to the extent practicable, Purchaser shall receive possession of, and all right, title and interest in, the Branch Records, including but not limited to all books and records relating to the Advance Accounts, the Deposit Liabilities, the Overdrafts, the Assets, the Assumed Liabilities and the operation of the Branch which are in the possession of the Seller and reasonably capable of being separated from Seller's other business records and delivered to Purchaser without undue burden or expense; provided that for a period of at least six (6) years from the Closing Date, each party shall have reasonable access to any such books and records in the possession of the other party and the books and records of the Branch, and the requesting party, at its own expense, may make copies and extracts when such copies and extracts are required by regulatory authorities, for litigation purposes, accounting purposes or as otherwise appropriate; provided further that in the event that as of the end of such period, any tax year of the Seller is under examination by any taxing authority, such books and records shall be maintained by Purchaser until a final determination of the tax liability of Seller for that year has been made, but Purchaser shall only be obligated to maintain such books and records beyond the expiration of such period if the Purchaser has received, at least two weeks prior to the expiration of such period, written notice from Seller to the effect that such books and records are needed, reasonably identifying such books and records, and agreeing to pay the costs of producing or copying such books and records. If such copies or extracts require the use of a party's equipment or facilities, the user shall reimburse the other party for all costs incurred, including without limitation, employee expenses. Notwithstanding the foregoing, except as expressly set forth in this Section 14.2, neither party shall have any obligation to retain records beyond any statutorily required or commonly accepted time limit. Purchaser agrees to maintain records with respect to the Branch for the applicable periods set forth above. Notwithstanding anything to the contrary contained herein (i) the obligations of the parties hereto under this Section 14.2 shall be subject to all applicable laws relating to the confidentiality of bank records; and (ii) Seller shall have no obligation to provide to Purchaser proprietary information that is unrelated to the processi...
