ACCESS TO RECORDS AND FILES. Brite shall have the right for a period of three (3) years following the Closing Date to have reasonable access to such books, records and accounts, correspondence, production records, employment records and other similar information as are included in the Acquired Assets pursuant to this Agreement for the limited purposes of concluding its involvement in the Business prior to the Closing Date. Buyer shall have the right for a period of three (3) years following the Closing Date to have reasonable access to those books, records and accounts, correspondence, and other records which are retained by Brite pursuant to the terms of this Agreement to the extent that any of the foregoing relate to Business or the Acquired Assets.
ACCESS TO RECORDS AND FILES. After the Closing Date, the Buyer will --------------------------- retain and preserve for five years or for the applicable statute of limitations with respect to Tax matters, if longer, and, on the Seller's request and cost, make available to the Seller during normal business hours for any proper purpose, any records relating to the Company's business prior to Closing. Additionally, the Buyer will, and will cause the Company to, permit the Seller to make copies and extracts therefrom and will provide originals to the Seller where reasonably required for any lawful purpose. The Buyer will not, and will cause the Company not to, dispose of or destroy such records without first giving the Seller prior notice and a reasonable opportunity, at the Seller's expense, to segregate and remove any of such records as the Seller may select.
ACCESS TO RECORDS AND FILES. Seller shall have the right for a period of three (3) years following the Closing Date to have reasonable access, during normal busi ness hours and upon reasonable prior notice, to such books, records and accounts, correspondence, and employment records and other similar information as are transferred to Buyer pursuant to the terms of this Agreement for the limited pur poses of concluding Seller's involvement in the business of the A/TS Network prior to the Closing Date; PROVIDED, HOW EVER, that nothing set forth herein shall obligate Buyer to provide Seller or any of its attorneys, agents, employees, accountants or other representatives with access to any information that is protected by the attorney-client privi lege or any similar privilege. Nothing contained herein shall impose any obligation upon Buyer to retain any such books and records beyond the retention periods delineated in the Buyer's policies relating to the retention of books and records pertaining to similar subject matter or of a similar type. All information obtained by Seller and its authorized representatives pursuant to this Section 5.4 shall be kept confidential by Seller and shall not be used by it for any purpose other than concluding its involvement in the busi ness of the A/TS Network prior to the Closing Date.
ACCESS TO RECORDS AND FILES. (a) Seller shall have the right for a period of five years following the Closing Date to have reasonable access to such books, records and accounts, correspondence, employment records and other similar information as are transferred to Buyer pursuant to the terms of this Agreement for any lawful and proper purpose. Buyer shall have the right for a period of five years following the Closing Date to have reasonable access to those books, records and accounts, correspondence, and other records which are retained by Seller pursuant to the terms of this Agreement to the extent that any of the foregoing relate to the Acquired Assets or to the extent that such access is required for any lawful and proper purpose.
(b) Buyer agrees that, in the event Seller receives written notice of a claim relating to the Acquired Assets or any product manufactured or distributed by Seller prior to the ' Closing Date, Buyer shall cooperate with Seller in all reasonable respects, at Seller's cost, in the investigation, trial, defense and any appeal arising from the matter from which such claim arose, including without limitation providing Seller access to all information necessary for Seller's defense of such claim.
ACCESS TO RECORDS AND FILES. Seller shall have the right for a period of three (3) years following the Closing Date to have reasonable access, during normal business hours and upon reasonable prior notice, to such books, records and accounts, correspondence, and employment records and other similar information as are transferred to Buyer pursuant to the terms of this Agreement for the limited purposes of concluding matters relating to Seller's ownership of the Acquisition Assets; PROVIDED, HOWEVER, that nothing set forth herein shall obligate Buyer to provide Seller or any of its attorneys, agents, employees, accountants or other representatives with access to any information that is protected by the attorney-client privilege or any similar privilege. Nothing contained herein shall impose any obligation upon Buyer to retain any such books and records
ACCESS TO RECORDS AND FILES. Seller shall have the right for a period of three (3) years following the Closing Date to have reasonable access to such books, records and accounts, correspondence, production records and other similar information as are transferred to Buyer pursuant to the terms of this Agreement for the limited purpose of concluding its involvement in the NBC Contract prior to the Closing Date.
ACCESS TO RECORDS AND FILES. From and after the Closing, BUYER shall preserve such computer files, books, accounts, records, Permits and other similar information transferred to or otherwise obtained by SUB or PARENT pursuant to the terms of this Agreement or the Related Agreements (including any modifications and additions thereof made by SUB or PARENT after the Closing) (collectively, "Records"). For a period of five (5) years after the Closing, BUYER hereby grants and shall grant to SELLER full access to and the right and license to, at SELLER's sole cost and expense, reference, use and make copies and extracts of, such Records, for any reasonable purposes of SELLER related to (a) the Excluded Assets, other than the Intangible Assets, or (b) any assets in the case of (i), (ii) or (iii) of the next sentence. The five (5) year limitation in the preceding sentence shall not apply, and for the avoidance of doubt, no time limitation shall apply, if SELLER seeks such access or exercise of its right or license (i) to Permits, (ii) in connection with any actual, threatened or potential litigation involving SELLER, or (iii) in connection with any inquiry from any taxing or regulatory authority or agency for so long as any party hereto may have any potential liabilities with respect thereto. Notwithstanding the foregoing, to the extent SELLER requires physical access to the Manufacturing Site, visits by SELLER shall be made during normal business hours upon prior written request and shall not unreasonably interfere with the business or activities of SUB. For the avoidance of doubt, nothing contained in this Section 4.8 shall be interpreted to interfere with or contradict SELLER's rights pursuant to the Sublease. Further notwithstanding the foregoing, in the event that BUYER desires to be released of its obligations under this Section 4.8 at any time after the fifth year anniversary of the Closing with respect to certain Records, it shall notify SELLER thereof in writing. Thereafter, the parties shall meet and cooperate to identify those such Records which SELLER desires to retain. BUYER shall then transfer to SELLER those Records identified by SELLER pursuant hereto, and BUYER shall thereafter have the right to dispose of the Records.
ACCESS TO RECORDS AND FILES. The Shareholders shall have the right for a period of five (5) years following the Closing Date to have reasonable access (for any proper business purpose, of which the Shareholders shall inform the Company at the time such access is requested) to such books, records and accounts, correspondence, production records, employment records and other similar information (the "Records") as are retained by the Company in accordance with its records retention policies in effect from time to time after the Closing Date, other than such Records constituting or including trade secrets or privileged information.
ACCESS TO RECORDS AND FILES. Seller shall have the right for a period of three years following the Closing Date to have reasonable access to such books, records and accounts, correspondence, production records, employment records and other similar information as are transferred to Buyer pursuant to the terms of this Agreement for the limited purposes of concluding its involvement in the Business prior to the Closing Date and filing required tax returns and responding to tax inquiries. Buyer shall have the right for a period of three years following the Closing Date to have reasonable access to those books, records and accounts, correspondence, and other records which are retained by Seller pursuant to the terms of this Agreement to the extent that any of the foregoing relate to the Business. Upon the reasonable request of Seller or Buyer, as the case may be, made for bona fide business purposes, the access period will be extended, provided that if the extended period is for a longer period than the party holding the documents intends to retain them, then such retention shall be at the cost of the requesting party.
ACCESS TO RECORDS AND FILES. For a period of three (3) years after the Closing Date, Buyer shall preserve and grant to Seller reasonable access to, and the right to make copies and extracts of, such books, accounts, records, and other similar information transferred to Buyer pursuant to the terms of this Agreement, for any reasonable purposes of Seller. Notwithstanding the foregoing, at any time which is at least one (1) year following the Closing Date, Buyer shall have the right to destroy any of such books, accounts, records, and other similar information that do not pertain to tax or accounting matters provided that Buyer gives Seller at least forty-five (45) days advance written notice of Buyer's intent to destroy. During such forty-five (45) day period, Seller shall have the right to copy at its sole expense or to take possession of all or any part of the books, accounts, records, or other similar information to be destroyed.
