Access to Books, Records and Personnel. After the Release Time, the Transferee shall permit TD Transferor and its representatives to continue to have full and complete access to the books and records of the Service Operations and its personnel as TD Transferor may require for the purpose of complying with all laws as well as its legitimate business purposes, including without limitation in connection with any claims, demands or litigation. The Transferee shall provide TD Transferor with its full co-operation (including testimony if requested) in connection with such purposes. The Transferee shall preserve and maintain its books and records for the greater of: (i) 15 years or (ii) such other time as they may be relevant.
Access to Books, Records and Personnel. If before or after the Closing it is necessary that any Party be furnished with additional information relating to the Purchased Assets or the Business, and such information is in the possession of any other Party, such Party agrees to use commercially reasonable efforts to furnish such information to the requesting Party, at the requesting Party’s cost and expense, and to make its employees available on a mutually convenient basis to provide additional information and explanation of such materials. Any such disclosure shall be subject to the confidentiality or other applicable terms of any agreement to which the disclosing Party is bound as well as any Applicable Xxxx.
Access to Books, Records and Personnel. After the Effective Time, the Purchaser shall permit Vendor and its representatives to continue to have full and complete access to the books and records of the Subsidiaries, GLIS Australia and GLIS Europe and their respective personnel as Vendor may require for the purpose of complying with all laws as well as its legitimate business purposes, including without limitation in connection with any claims, demands or litigation. The Purchaser shall provide Vendor with its full co-operation (including testimony if requested) in connection with such purposes. The Purchaser shall ensure that each of the Subsidiaries, GLIS Australia and GLIS Europe preserves and maintains its books and records for the greater of: (i) 15 years or (ii) such other time as they may be relevant.
Access to Books, Records and Personnel. Inasmuch as certain of the Seller’s books, records and documents are to be included in the Acquired Assets, and certain other of the Seller’s books, records and documents are to be retained by the Seller, and Buyer or the Seller may have need to have access to the books, records and documents held by the other after the date hereof, Buyer and the Seller agree that each shall maintain (or shall provide for a designated representative to maintain) for at least five (5) years after the Closing (or for such longer period as may be required by applicable law) the respective books, records and documents sold or retained hereunder relating to the Acquired Locations or the business operated at the Acquired Locations and covering periods on or prior to the Closing. During such five (5) year period, subject to the confidentiality rights of third parties, representatives of Buyer shall be permitted to inspect and make copies of any of such books, records, and documents retained by the Seller during normal business hours and upon reasonable notice for any reasonable business purpose, such as for landlord audits or any other audit of Buyer reasonably requiring the availability of such files or records. During such five (5) year period, subject to the confidentiality rights of third parties, representatives of the Seller shall be permitted to inspect and make copies of books, records and documents sold to Buyer hereunder during normal business hours and upon reasonable notice for any reasonable business purpose, such as for landlord audits or any other audit of the Seller reasonably requiring the availability of such files or records. If necessary for Seller to access the files and records as permitted and described herein, Buyer shall also make its personnel available to Seller during normal business hours and upon reasonable notice to facilitate such access. 51267463.5
Access to Books, Records and Personnel. Following the Closing, Acquiror shall, and shall cause the Companies and the employees of Acquiror and the Companies to, upon reasonable request, fully cooperate with Seller and afford to Seller and its counsel, accountants and other authorized representatives reasonable access during normal business hours to all books, records, data, facilities, properties and personnel (and permit Seller and its counsel, accountants and other authorized representatives to make copies of such books, records and other data), to the extent that such access may be reasonably requested by Seller (i) to facilitate the investigation, litigation or final disposition of any claim which may have been or may be made against Seller or any of its Affiliates in connection with this Agreement, the Companies or the Business, (ii) to facilitate the preparation by Seller of materials necessary for any audit, examination or proceeding or (iii) for any other reasonable business purpose.
Access to Books, Records and Personnel. Sellers shall provide Buyer and its counsel, accountants or other agents, access to Sellers' books and records, personnel and properties, including the Assets, during reasonable hours.
Access to Books, Records and Personnel. Following the Closing, Purchaser shall, and shall cause its Affiliates and the employees of Purchaser and its Affiliates to, upon reasonable request, cooperate with Seller or its successors and assigns and afford to Seller, its Affiliates, or its successors and assigns and their respective counsel, accountants and other authorized representatives reasonable access during normal business hours to all Books and Records, facilities, properties and personnel (and permit Seller and its Affiliates and their counsel, accountants and other authorized representatives to make copies of such Books and Records), to the extent that such access may be reasonably requested by Seller and its Affiliates (i) to facilitate the investigation, litigation or final disposition of any claim which may have been or may be made against any Seller or its successors and assigns or any of their Affiliates in connection with this Agreement, the Assets, the Assumed Liabilities or the Assumed Contracts or (ii) to facilitate the preparation by Seller of materials necessary for any Tax filing or any audit, examination or proceeding or (iii) for any other reasonable business purpose.
Access to Books, Records and Personnel. (a) Prior to the Closing Date, Seller shall, and shall cause the Company and its Subsidiaries and the employees of Seller and the Company and its Subsidiaries to, upon reasonable request, fully cooperate with Acquiror and afford to Acquiror and its counsel, accountants and other authorized representatives, reasonable access during normal business hours
Access to Books, Records and Personnel. Following the Closing, Acquiror shall, and shall cause the Companies and the employees of Acquiror and the Companies to, upon Seller's reasonable written request and at Seller's expense, fully cooperate with Seller and afford to Seller and its counsel, accountants and other authorized representatives reasonable access during normal business hours to all books, records, data, facilities, properties and personnel (and permit Seller and its counsel, accountants and other authorized representatives to make copies of such books, records and other data), to the extent that such access may be reasonably requested
Access to Books, Records and Personnel. Menicon shall provide the Contacts Parties with commercially reasonable access during regular business hours, upon a commercially reasonable request and upon commercially reasonable notice by the Contacts Parties, to Menicon’s books, Information and Records, and personnel relating to this Agreement and to the transactions contemplated hereunder for purposes of allowing the Contacts Parties to obtain information necessary to complete audits, tax returns, and other matters required by applicable laws and regulations.
