ACCESS TO FORMER BUSINESS RECORDS. For a period of seven (7) years after the Closing Time, or until any audits of Seller's tax returns relating to periods prior to or including the Closing Time are completed, whichever occurs later, Buyer will retain all business records constituting part of the Purchased Assets. During such period, Buyer will afford duly authorized representatives of Seller free and full access to all of such records and will permit such representatives, at Seller's expense, 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 Seller. For a like period, Seller will retain all business records related to the RPD Business which constitutes part of the Excluded Assets. During such period, Seller will afford duly authorized representatives of Buyer free and full access to all of such records and will permit such representatives, at Buyer's expense, 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 Buyer.
ACCESS TO FORMER BUSINESS RECORDS. Buyer will retain all historical accounting, financial and Tax Records and all Records relating to the manufacture of products sold by the Business prior to the Closing Date for a period of seven (7) years following the Closing, and Buyer will retain all other material Records for a period of at least three (3) years following the Closing. During such periods, upon reasonable written notice and at Buyer's sole expense, Buyer will afford authorized representatives of either Seller (including their respective auditors) access to such Records at reasonable times and during normal business hours at the principal business office of the Business, or at such other location or locations at which such Records may be stored or maintained from time to time, and will permit such representatives to make abstracts from, or copies of, any of such Records, at such Seller's sole cost and expense. During such periods, Buyer will, upon the reasonable request of either Seller and at such Seller's expense (limited, however, to Buyer's reasonable out-of-pocket expenditures without regard to any employee cost or other overhead expenses), cooperate with such Seller in furnishing information, evidence, testimony, and other reasonable assistance in connection with any action, proceeding, Tax audit, or investigation to which such Seller or any of its Affiliates is subject relating to the business of the Business prior to the Closing; PROVIDED, HOWEVER, that such access does not unreasonably disrupt the normal operations of Buyer. Sellers shall, and shall cause their representatives to, use the information provided pursuant hereto solely for the purposes for which it may be requested as set forth herein. Following the expiration of the aforesaid three-year or seven-year period as applicable, Buyer may dispose of such work papers, books and records at any time upon giving 30 days' prior written notice to Sellers, unless Sellers agree to take possession of such work papers, books and records within such 30 days at no expense to Buyer.
ACCESS TO FORMER BUSINESS RECORDS. After the Closing Time, Buyer will afford duly authorized representatives of Sequa Chemicals reasonable access to financial, tax and other books and records (including hazardous waste manifests) retained by it which constitute part of the Purchased Assets for any reasonable purpose, including, without limitation, litigation, financial and tax reporting purposes, and will permit such representatives, at Sequa Chemicals' expense, to make abstracts from, or to take copies of any of such books and records, or to obtain temporary possession thereof as may be reasonably required by Sequa Chemicals and will deliver to Sequa Chemicals, upon request, the originals or copies of any books and records which are in Buyer's possession to the extent relating to the Excluded Assets and Retained Liabilities or to the extent Buyer is required to maintain pursuant to any Legal Requirement. After the Closing Time, Sequa and Sequa Chemicals will afford duly authorized representatives of Buyer reasonable access to financial, tax and other books and records (including hazardous waste manifests) retained by it which pertain to the Business, the Purchased Assets or SCSA which are not included within the Purchased Assets for any reasonable purpose including, without limitation, litigation and financial and tax reporting, and will permit such representatives, at Buyer's expense, to make abstracts from, or to take copies of any of such books and records, or to obtain temporary possession thereof as may be reasonably required by Buyer. Each party shall preserve and keep such books and records for a period of seven years following the Closing Date, or for any longer period that may be required by any governmental agency or ongoing litigation; provided that either party may dispose of any such books and records retained by it at any time provided that prior to any such disposition within the seven years after the Closing Time a party desiring to dispose of any such books and records shall give advance notice to the other party and afford the other party the opportunity to take possession or copy such books and records as the other party may select.
ACCESS TO FORMER BUSINESS RECORDS. 20 6.7 Access to Former Employees .................................................. 21 6.8
ACCESS TO FORMER BUSINESS RECORDS. For a period of 10 years after the Closing, or until any audits of the Ferro Sellers' tax returns relating to periods before or including the Closing are completed, whichever occurs later, the RandH Buyers will retain all business records constituting part of the Acquired Assets. During such period, the RandH Buyers will, during normal business hours and upon at least five business day's prior written notice, afford duly authorized representatives of the Ferro Sellers reasonable access to Conformed Copy all of such records and will permit such representatives, at the Ferro Sellers' expense, to make abstracts from, or to take copies of any of such records created, produced, or obtained before the Closing, for the purposes of the Ferro Sellers' participation in any tax audits, litigation, investigation by a governmental body or other proceeding relating to the Ferro Sellers' conduct of the Powder Coatings Business before the Closing. During such period, the RandH Buyers will, at the Ferro Sellers' sole cost and expense, cooperate with the Ferro Sellers, and cause employees of the Powder Coatings Business to cooperate with the Ferro Sellers, in furnishing information, evidence, testimony, and other assistance in connection with any such audit, litigation, investigation or proceeding relating to the Ferro Sellers' conduct of the Powder Coatings Business before the Closing.
ACCESS TO FORMER BUSINESS RECORDS. For a period of ten (10) years following the Closing, Purchaser will retain all business records constituting part of the Acquired Assets. During such period, Purchaser will afford duly authorized representatives of TRW 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 TRW. During such period, Purchaser will, without any expense to TRW except as and to the extent otherwise provided in Section 7.5 hereof, cooperate with TRW, and cause employees of the Business to cooperate with TRW, in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, or investigation relating to TRW's conduct of the Business prior to the Closing. Without limiting the generality of the foregoing, Purchaser will make available to TRW any such records TRW may reasonably need in order to defend or prosecute any legal or administrative action to which TRW is a party. If any such records are needed by TRW to respond to legal process, then Purchaser will permit TRW to remove business records and technical data temporarily from Purchaser's premises for purposes of responding to such legal process.
ACCESS TO FORMER BUSINESS RECORDS. For a period of seven years following the Closing, the Purchaser will retain all business records constituting part of the Acquired Assets and the Assumed Liabilities. During such period, the Purchaser will afford authorized representatives of the Seller free and full access to all of such records at reasonable times and during normal business hours at the principal business office of the Purchaser, or at such other location or locations at which such business records may be stored or maintained from time to time, and will permit such representatives to make abstracts from, or copies of, any of such records, or to obtain temporary possession of any thereof as may be reasonably required by the Seller at the Seller's sole cost and expense. During such period, the Purchaser will, at the Seller's expense, cooperate with the Seller in furnishing information, evidence, testimony, and other reasonable assistance in connection with any action, proceeding, or investigation relating to the Seller's conduct of the Business prior to the Closing. The Purchaser shall not be liable for destruction of any such records which destruction is not the result of negligence or willful act.
ACCESS TO FORMER BUSINESS RECORDS. For a period of three years after the Closing Date, or until any audits of Sellers’ tax returns relating to periods prior to the Closing Date (that Sellers have notified Purchaser of in writing during such three year period) are completed, whichever occurs later, Purchaser will retain all books, records, papers and files constituting part of the Acquired Assets. During such period, Purchaser will afford duly authorized representatives of Sellers free and full access during normal business hours to all of such records and will permit such representatives, at Sellers’ expense, to make copies of any of such records, or to obtain temporary possession of any thereof as may be reasonably required by Sellers. Such access will be conducted in a manner which does not unreasonably interfere with the Purchaser’s business and operations.
ACCESS TO FORMER BUSINESS RECORDS. For a period of five (5) years following the Closing, Buyer will retain all Records of Holdings and the Subsidiaries arising prior to the Closing in accordance with the Buyer's then existing records retention policies and/or procedures; provided, however, in the case of Records relating to Taxes and Tax Returns of Holdings and the Subsidiaries, the period shall be six (6) years or, if notified by Spar, until the termination of any applicable statute of limitations. During such period, Buyer will afford authorized representatives of Spar access to all of such Records at reasonable times and during normal business hours at the principal business office of Holdings, or at such other location or locations at which such Records may be stored or maintained from time to time, and will permit such representatives to make abstracts from, or copies of, any of such Records, or to obtain temporary possession of any thereof as may be reasonably required by Spar at Spar's sole cost and expense. During such period, Buyer will, at Spar's expense, cooperate with Spar in furnishing information, evidence, testimony, and other reasonable assistance in connection with any action, proceeding, or investigation relating to the business of Holdings prior to the Closing.
ACCESS TO FORMER BUSINESS RECORDS. For a period of seven (7) years after the Closing, Buyer will afford duly authorized representatives of Seller free and full access to pre- Closing books and records of the Company and will permit such representatives, at Seller's expense, to make abstracts from, or to take copies of any of such records, or, at reasonable times and for reasonable periods, to obtain temporary possession of any thereof as may be reasonably required by Seller. During such period, Buyer will cooperate with Seller, and cause employees of the Company to cooperate with Seller, in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, or investigation relating to the Company's conduct of the Business before the Closing.
