Access to Business Records. From and after the Closing Date, Purchaser shall use ordinary care to maintain the Business Records acquired by it pursuant hereto and, damage by fire or other casualty or accident excepted, shall not for a period of six (6) years after the Closing Date destroy or dispose of any such Business Records unless it shall first have notified Seller of its intention to do so and shall have afforded Seller an opportunity to take possession thereof. Seller shall have the right to retain a copy of the Business Records. Similarly, from and after the Closing Date, Seller shall use ordinary care to maintain Seller's copy of the Business Records and of any records relating to the Business not transferred to Purchaser and, damage by fire or other casualty or accident excepted, shall not for a period of six (6) years after the Closing Date destroy or dispose of any such records unless it shall first have notified Purchaser of its intention to do so and shall have afforded Purchaser an opportunity to take possession thereof. From and after the Closing Date, each party shall afford the other access to all preclosing Business Records and other information acquired or retained by it pursuant hereto, including data processing information, upon reasonable notice during ordinary business hours for all reasonable business purposes, and each party shall permit the other party to make copies of any such records and retain possession of such copies. Each of Purchaser and Seller shall use reasonable care to maintain the confidentiality of the Business Records in the possession of such party pursuant to the terms and subject to the conditions set forth in the Confidentiality Agreement.
Access to Business Records. From and after the Closing, each party shall afford the other reasonable access to all preclosing business records of or directly relating to the STEAG Subsidiaries, upon reasonable notice during ordinary business hours for all reasonable business purposes, and each party shall permit the other party to make copies of any such records and retain possession of such copies.
Access to Business Records. Pharmacy shall provide Covered Entity with reasonable access to Pharmacy’s business records relating to Pharmacy services for 340B Drugs, as is deemed necessary by Covered Entity in order to ensure that Pharmacy is in compliance with applicable federal, state, and local laws, regulations, and requirements.
Access to Business Records. The Buyer agrees that the Seller, the Owner and their representatives (provided such representatives are subject to a duty of confidentiality with the Seller or the Owner with respect to such matters) shall have reasonable access during normal business hours to all of the financial books and records with respect to the Business and the Business Assets delivered to the Buyer at or following the Closing, and to make copies thereof (which copies shall not be disclosed by the Seller or the Owner to any third party other than (a) in confidence to their attorneys, accountants, tax preparers, financial advisors, and lenders, (b) as necessary to fulfill standard or legally required corporate or regulatory reporting or disclosure requirements, or (c) as may be necessary to enforce the terms of, or otherwise comply with, this Agreement, or as may be otherwise required by law). The Seller and Owner agree that the Buyer and its representatives shall have reasonable access during normal business hours to the financial books and records of Seller and Owner as necessary to fulfill standard or legally required corporate or regulatory reporting or disclosure requirements arising from the transactions contemplated by this Agreement, and to make copies thereof (which copies shall not be disclosed by the Buyer to any third party other than (a) in confidence to their attorneys, accountants, tax preparers, financial advisors, and lenders, (b) as necessary to fulfill standard or legally required corporate or regulatory reporting or disclosure requirements, or (c) as may be necessary to enforce the terms of, or otherwise comply with, this Agreement, or as may be otherwise required by law)
Access to Business Records. Parent: (a) has been furnished access to the business records of SalesLogix and such additional information and documents as it may have requested, has been given the opportunity to meet with SalesLogix officials and to have such persons answer questions regarding SalesLogix's affairs and condition, and is, on the basis of such access, opportunity and information, able to make an informed investment decision regarding its investment in the Shares, and (b) is acquiring the Shares being purchased: (i) for the account of Symantec, and (ii) for investment and not with a view to, or for sale in connection with, any distribution of said Shares or with any present intention of distributing or selling said Shares. No information or knowledge obtained in any investigation pursuant to this Section shall affect or be deemed to modify any representation or warranty of SalesLogix contained herein or the conditions to Symantec's obligations to consummate the acquisition of the Shares.
Access to Business Records. If the Indemnifying Party were to direct, control or participate in the defense or settlement of any third-party claim or demand, the Indemnified Party will give the Indemnifying Party and its counsel access to, during normal business hours, the relevant business records and other documents, and shall permit them of consult with and involve as witnesses the employees and counsel of the Indemnified Party.
Access to Business Records. (a) From and after the Closing Date, Seller shall use ordinary care to maintain Seller’s copy of the Business Records and of any records relating to the Business not transferred to Purchaser and, damage by fire or other casualty or accident excepted, shall not for a period of six (6) years after the Closing Date destroy or dispose of any such records unless it shall first have notified Purchaser of its intention to do so and shall have afforded Purchaser an opportunity to take possession thereof.
(b) From and after the Closing Date, Purchaser shall use ordinary care to maintain the pre-closing Business Records transferred to Purchaser and, damage by fire or other casualty or accident excepted, shall not for a period of three (3) years after the Closing Date destroy or dispose of any such records unless (i) Purchaser shall have first notified Seller of Purchaser’s intention to do so and shall have afforded Seller an opportunity to make copies thereof or (ii) such destruction or disposal is consistent with Purchaser’s document retention policies then in effect for similar documents and records of Purchaser.
(c) From and after the Closing Date, each party shall afford the other access to all pre-closing Business Records and other information acquired or retained by it pursuant hereto, including data processing information, upon reasonable notice during ordinary business hours for all reasonable business purposes, and each party shall permit the other party to make copies of any such records and retain possession of such copies. Each of Purchaser and Seller shall use reasonable care to maintain the confidentiality of the Business Records in the possession of such party pursuant to the terms and subject to the conditions set forth in the Confidentiality Agreement.
Access to Business Records. 36 10.7. Confidentiality................................................37 10.8. Tax Liability and Tax Returns..................................38 10.9. French Legal Requirements......................................38 10.10.Source Code....................................................39 10.11.Communications Plan; Press Release.............................39 10.12.
Access to Business Records. For a period of six (6) years after the Closing Date, TRW will retain all records in its possession on the Closing Date which relate primarily to the Business. During such period, Purchaser will afford duly authorized representatives of Purchaser displaying appropriate credentials and requisite security clearances free and full access to all of such records and will permit such representatives to make abstracts from or to take copies of any of such records, or to obtain temporary possession of any thereof as may be reasonably required by purchaser. During such period, TRW will, without any expense to Purchaser except as and to the extent otherwise provided in Section 7.7 hereof, cooperate with Purchaser, and cause its employees to cooperate with Purchaser, in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, or investigation relating to the conduct of the Business prior to the Closing. Without limiting the generality of the foregoing, TRW will make available to Purchaser any such records Purchaser may reasonably need in order to defend or prosecute any legal or administrative action to which Purchaser is a party. If any such records are needed by Purchaser to respond to legal process, then TRW will permit Purchaser to remove business records and technical data temporarily from TRW's premises for purposes of responding to such legal process.
Access to Business Records. From and after the Closing Date, the Buyer shall use ordinary care to maintain the business records of Techspace, Inc. acquired by it pursuant hereto and, damage by fire or other casualty or accident excepted, shall not for a period of seven (7) years after the Closing Date destroy or dispose of any such records unless it shall first have notified Seller of its intention to do so in writing and shall have afforded Seller an opportunity to take possession thereof. For the seven calendar years following closing, Seller, Techspace, Inc. and its owners shall have access to business records of Techspace, Inc., as needed, on all normal business days provided that Seller, Techspace, Inc., or either of its owners, Daniel H. Palmer, J. Keith Wxxxxx, Xxxxxxxx H. Wixxxx, Xxxxxxm X. Xxxxx, Xx. Xxxxna X. Xxxxx, xxxxxxx 00 xxxx xxxxxxx xxtice to Buyer or its assigns. The obligation contained herein to provide access to business records shall survive the closing and shall be an obligation of any successor in interest to Buyer.
