Common use of Access to and Retention of Books and Records Clause in Contracts

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.

Appears in 3 contracts

Samples: Purchase and Assumption Agreement (Eagle Financial Corp), Purchase and Assumption Agreement (Webster Financial Corp), Purchase and Assumption Agreement (Eagle Financial Corp)

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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 statutory 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, herein the obligations of the parties hereto under this Section shall be subject to all applicable laws relating to the confidentiality of bank records.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Arrow Financial Corp)

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