Common use of Access to Records after Closing Clause in Contracts

Access to Records after Closing. (a) For a period of six years after the Closing Date, Seller and its representatives shall have reasonable access to all of the books and records of the Purchased Entities, the Assets and the Business to the extent that such access may reasonably be required by Seller in connection with matters relating to or affected by the operations of the Purchased Entities, the Assets or the Business prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this SECTION 13.6(A). If Buyer shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller may select.

Appears in 1 contract

Samples: Securities and Asset Purchase Agreement (Tupperware Corp)

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Access to Records after Closing. (a) For a period of six (6) years after the Closing DateClosing, Seller and its Affiliates and their respective representatives shall have reasonable access to all of the books and records of the Purchased Entities, Business with respect to periods prior to the Assets and the Business Closing Date to the extent that such access may reasonably be required by Seller in connection with matters relating to or affected by the operations of the Purchased Entities, the Assets or the Business prior to the Closing DateDate (including integrated records of other businesses of Seller or its Affiliates). Such access Seller or its Affiliates, as the case may be, shall be afforded solely responsible for any costs and expenses incurred by Seller or such Affiliate pursuant to this Section 7.8(a). Buyer shall afford such access upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this SECTION 13.6(A). If Buyer or its Affiliates shall desire to dispose of any of such books and records prior to the expiration of such six-six (6) year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's ’s expense, to segregate and remove such books and records as Seller may selectelect.

Appears in 1 contract

Samples: Purchase Agreement (Nbty Inc)

Access to Records after Closing. (a) For a period of six years after the Closing DateClosing, Seller Sellers and its their representatives shall have reasonable access to all of the books and records of the Purchased Entities, Business with respect to periods prior to the Assets and the Business Closing Date to the extent that such access may reasonably be required by Seller such Persons in connection with matters relating to or affected by the operations of the Purchased Entities, the Assets or the Business prior to the Closing DateDate (including integrated records of other business of Sellers or their Affiliates). Such Buyer shall afford such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller , and Sellers shall be solely responsible for any costs or expenses incurred by it them pursuant to this SECTION 13.6(A)Section 7.8. If Buyer or its Affiliates shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Seller Sellers a reasonable opportunity, at Seller's Sellers' expense, to segregate and remove such books and records as Seller Sellers may selectelect.

Appears in 1 contract

Samples: Purchase Agreement (American Home Products Corp)

Access to Records after Closing. (a) For a period of six years after the Closing Date, Seller the Sellers and its their representatives shall have reasonable access to all of the books and records of the Purchased Entities, the Assets Companies and the Business Subsidiaries to the extent that such access may reasonably be required by Seller the Sellers in connection with matters relating to or affected by the operations of the Purchased Entities, Companies and the Assets or the Business Subsidiaries prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller The Sellers shall be solely responsible for any costs or expenses incurred by it pursuant to this SECTION 13.6(ASection 13.6(a). If Buyer Buyer, the Companies or the Subsidiaries shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Seller the Sellers a reasonable opportunity, at Seller's the Sellers' expense, to segregate and remove such books and records as Seller the Sellers may select.

Appears in 1 contract

Samples: Stock Purchase Agreement (Healthcare Compare Corp/De/)

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Access to Records after Closing. (a) For a period of six (6) years after the Closing DateClosing, Seller and its Affiliates and their respective representatives shall have reasonable access to all of the books and records of relating exclusively to the Purchased Entities, Products or the Assets and with respect to periods prior to the Business Closing Date to the extent that such access may reasonably be required by Seller in connection with matters relating to or affected by the operations of the Purchased Entities, the Assets or the Business Products prior to the Closing Date. Such Buyer shall afford such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. , and Seller shall be solely responsible for any costs or expenses incurred by it them pursuant to this SECTION 13.6(A)Section 7.3. If Buyer or its Affiliates shall desire to dispose of any of such books and records prior to the expiration of such six-six (6) year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller may selectelect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Women First Healthcare Inc)

Access to Records after Closing. (a) For a period of six (6) years after the Closing Date, Seller and its representatives shall have reasonable full access to all of the books and records of the Purchased Entities, the Assets and the Business to the extent that such access may reasonably be required by Seller in connection with matters relating to or affected by the operations of the Purchased Entities, the Assets or the Business prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice (not to exceed five (5) business days) and during normal business hours. Seller shall be solely responsible for any its costs or expenses incurred by it pursuant to this SECTION 13.6(ASection 13.6(a). Buyer shall be responsible for any costs associated with the provision of copies requested pursuant to this Section 13.6(a). If Buyer or its Affiliates shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's ’s expense, to segregate and remove such books and records as Seller may select.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ndchealth Corp)

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