Access to and Retention of Information Sample Clauses

Access to and Retention of Information. From the date of this Agreement to the Effective Time, subject to any applicable legal restrictions, fiduciary duties or applicable privileges, the Company shall (and shall cause its subsidiaries to) afford to authorized representatives (including, without limitation, attorneys, auditors and financial advisors) of Parent and Acquisition reasonable access during normal business hours to the Company's personnel, offices and other facilities and to all books and records of the Company and shall cause its officers and employees to furnish Parent and Acquisition and their authorized representatives such financial and operating data and other information with respect to the Company's business and properties as Parent and Acquisition and their authorized representatives may from time to time reasonably request. In addition, from and after the date of this Agreement, the Company shall (and shall use its reasonable best efforts to cause its officers and employees to) retain copies of all information furnished by the Company to the Special Committee from the inception of the Special Committee.
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Access to and Retention of Information. (a) During the period from the date of this Agreement to the Closing Date, Seller will, during ordinary business hours and upon reasonable notice to Seller (i) give Buyer and its representatives reasonable access to all books, records, plants, offices and other facilities and properties of Seller relating to the Business or constituting the Purchased Assets, (ii) permit Buyer to make such reasonable inspections thereof as Buyer may reasonably request, (iii) provide access to the Seller's customers and suppliers with respect to the Business, and (iv) furnish Buyer with such financial and operating data and other information that is in Seller's possession with respect to the Seller, the Business and the Purchased Assets as Buyer may from time to time reasonably request. The access to information set forth in this Section 6.2(a) is expressly conditioned upon Buyer's agreement (i) to treat all information viewed, disclosed, reviewed or obtained in a confidential manner, and (ii) to use all such information or knowledge of such information only for lawful purposes. (i) For a period of seven (7) years after the Closing Date, each Party and their respective Representatives shall have reasonable access to all of the books and records (whether in paper or electronic form) relating to the Purchased Assets or the Business in the possession of the other Party or Parties to the extent that such access may reasonably be required by such Party in connection with the Assumed Liabilities and Obligations or the Excluded Liabilities, or any matters relating to or affected by the operation of the Purchased Assets or the Business, the prosecution or defense of any claims or demands or the preparation of any financial statements or the conduct of any review or audit or any Tax matters. Such access shall be afforded by the Party in possession of such books and records upon receipt of reasonable advance notice and during normal business hours. In connection with the foregoing, Buyer expressly agrees to reasonably cooperate with any information request by the Seller for Tax or audit purposes relating to the operation of the Business or the Purchased Assets prior to the Effective Date. The Party exercising this right of access shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 6.2(b). If the Party in possession of such books and records shall desire to dispose of any such books and records upon or prior to the expiration of such seven-year...
Sample 1
Access to and Retention of Information. (a) Novasep shall provide to Inspire for its review copies of all data generated during the Technical Transfer Program, including without limitation, stability and validation data, as may be requested by Inspire from time to time and in any format. (b) Novasep shall provide Inspire representatives access during Novasep’s regular working hours to the portions of the Facility being utilized for manufacture of the API, including without limitation at the times specified in the Project Plan, for the purpose of observing, reporting on and consulting as to such manufacturing efforts, including review of Novasep’s safety and quality procedures, plans and implementation, and shall cooperate with Inspire representatives in fulfilling their responsibilities, including making temporary desk space, knowledgeable personnel and other reasonable resources available to the Inspire representatives. Inspire and Novasep shall discuss the results of any review by Inspire and agree upon any modifications required to produce API in accordance with the Specifications, cGMPs, Legal Requirements and this Agreement. (c) Novasep shall maintain, in accordance with and for the period required under cGMPs and Legal Requirements or any longer period specified in the Quality Agreement, complete and systematic records pertaining to all activities in connection with, and the portion or portions of the Facility used for, the manufacture, processing, testing, packaging, labeling, storage and distribution of the API, Third Party Materials or Inspire Materials. Novasep shall keep accurate books and accounts of record in connection with the manufacture, use and/or sale by it of API hereunder in sufficient detail to permit accurate determination of all figures necessary for verification of payment obligations set forth in this Agreement. Such records related to verification of payment obligations shall be maintained for a period of five (5) years from the end of each year to which it relates. Novasep shall maintain and keep records required under this Agreement in English. (d) Novasep shall from time to time upon request of Inspire provide Inspire with access during Novasep’s regular working hours to, and copies of, all records retained by Novasep pursuant to this Agreement, including without limitation any records Novasep is required to maintain pursuant to this Article III. Novasep shall cooperate with Inspire during its inspection or audit of such records.
Sample 1

Related to Access to and Retention of Information

  • Retention of Information You acknowledge and accept that the Bank will be required under the China Connect Rules to keep records in relation to Northbound trading for a period of not less than 20 years.

  • Use and Protection of Information Recipient agrees to protect such Information of the Discloser provided to Recipient from whatever source from distribution, disclosure or dissemination to anyone except employees of Recipient with a need to know such Information solely in conjunction with Recipient’s analysis of the Information and for no other purpose except as authorized herein or as otherwise authorized in writing by the Discloser. Recipient will not make any copies of the Information inspected by it.

  • Preservation of Information The Trustee shall preserve, in as current a form as is reasonably practicable, the names and addresses of Certificateholders contained in the most recent list furnished to the Trustee as provided in Section 7.14, and the names and addresses of Certificateholders received by the Trustee in its capacity as Registrar, if so acting. The Trustee may destroy any list furnished to it as provided in Section 7.14, upon receipt of a new list so furnished.

  • Protection of Information E1 Data Protection Xxx X0 Official Secrets Acts 1911, 1989, Section 182 of the Finance Xxx 0000 E3 Confidentiality E4 Freedom of Information E5 Security of Confidential Information E6 Publicity, Media and Official Enquiries E7 Security E8 Intellectual Property Rights and Assigned Deliverables E9 Audit and the National Audit Office

  • Dissemination of Information The Borrower authorizes each Lender to disclose to any Participant or Purchaser or any other Person acquiring an interest in the Loan Documents by operation of law (each a "Transferee") and any prospective Transferee any and all information in such Lender's possession concerning the creditworthiness of the Borrower and its Subsidiaries, including without limitation any information contained in any Reports; provided that each Transferee and prospective Transferee agrees to be bound by Section 9.11 of this Agreement.

  • Termination of Information Rights The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

  • Designation of Information Xxxxx shall clearly identify any portions of its submissions that it believes are trade secrets, or information that is commercial or financial and privileged or confidential, and therefore potentially exempt from disclosure under the Freedom of Information Act (FOIA), 5 U.S.C. § 552. Xxxxx shall refrain from identifying any information as exempt from disclosure if that information does not meet the criteria for exemption from disclosure under FOIA.

  • Verification of Information The Seller authorizes the Listing Brokerage to obtain any information affecting the Property from any regulatory authorities, governments, mortgagees or others and the Seller agrees to execute and deliver such further authorizations in this regard as may be reasonably required. The Seller hereby appoints the Listing Brokerage or the Listing Brokerage’s authorized representative as the Seller’s attorney to execute such documentation as may be necessary to effect obtaining any information as aforesaid. The Seller hereby authorizes, instructs and directs the above noted regulatory authorities, governments, mortgagees or others to release any and all information to the Listing Brokerage.

  • Collection of Information You authorize us to access and download information from your Meter or from your PC Postage account. We may disclose this information to the USPS or other authorized governmental entity. We won’t share with any third parties (except the USPS or other governmental entity) individually identifiable information that we obtain about you in this manner unless required to by law or court order. We may elect to share aggregate data about our clients’ postage usage with third parties.

  • Supply of Information The Republic agrees to deliver or cause to be delivered to each Stock Exchange copies of such documents as may be reasonably required for the purpose of obtaining such listing.

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