Common use of Access to Records and Personnel Clause in Contracts

Access to Records and Personnel. (a) For a period of six (6) years after the Closing Date, Sellers and their Representatives will have reasonable access to (including the right to make copies of) all Business Records, including, without limitation, books and records of Sellers transferred to Purchasers hereunder, relating to the Purchased Assets or the Business prior to the Closing Date and to all former employees of Sellers having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Sellers not assumed by Purchasers hereunder, (ii) all matters as to which Sellers are required to provide indemnification under this Agreement, or (iii) the preparation of any Tax Returns required to be filed by Sellers with respect to any periods prior to the Closing. Such access will be afforded by Purchasers upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Purchasers’ normal business operations. Sellers will be solely responsible for any costs or expenses incurred by it pursuant to this Section 6.8(a). If Purchasers wish to dispose of any of such Business Records, including, without limitation, books and records, prior to the expiration of the six-year period, Purchasers shall, prior to such disposition, give Sellers 90 days’ written notice, at the expense of Sellers, to segregate and remove such books and records as Sellers may select.

Appears in 1 contract

Samples: Asset Purchase Agreement (WPCS International Inc)

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Access to Records and Personnel. (a) For a period of six (6) years after the Closing Date, Sellers Seller and their its Representatives will have reasonable access to (including the right to make copies of) all Business Records, including, without limitation, books and records of Sellers Seller transferred to Purchasers Purchaser hereunder, relating to the Purchased Assets or the Business prior to the Closing Date and to all former employees of Sellers Seller having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Sellers Seller not assumed by Purchasers Purchaser hereunder, (ii) all matters as to which Sellers are Seller is required to provide indemnification under this Agreement, or (iii) the preparation of any Tax Returns required to be filed by Sellers Seller with respect to any periods prior to the Closing. Such access will be afforded by Purchasers Purchaser upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Purchasers’ Purchaser's normal business operations. Sellers Seller will be solely responsible for any costs or expenses incurred by it pursuant to this Section 6.8(a)Section. If Purchasers wish Purchaser wishes to dispose of any of such Business Records, including, without limitation, books and records, records prior to the expiration of the six-year period, Purchasers Purchaser shall, prior to such disposition, give Sellers 90 days’ written noticeSeller a reasonable opportunity, at the expense of SellersSeller, to segregate and remove such books and records as Sellers Seller may select.

Appears in 1 contract

Samples: Asset Purchase Agreement (Greatbatch, Inc.)

Access to Records and Personnel. (a) For a period of six (6) years after the Closing Date, Sellers and their Representatives will have reasonable access to (including the right to make copies of) all Business Records, including, without limitation, books and records of Sellers transferred to Purchasers Purchaser hereunder, relating to the Purchased Assets or the Business prior to the Closing Date and to all former employees of Sellers having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Sellers not assumed by Purchasers Purchaser hereunder, (ii) all matters as to which Sellers are required to provide indemnification under this Agreement, or (iii) the preparation of any Tax Returns required to be filed by Sellers with respect to any periods prior to the Closing. Such access will be afforded by Purchasers Purchaser upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Purchasers’ Purchaser’s normal business operations. Sellers will be solely responsible for any costs or expenses incurred by it pursuant to this Section 6.8(a6.7(a). If Purchasers wish Purchaser wishes to dispose of any of such Business Records, including, without limitation, books and records, prior to the expiration of the six-year period, Purchasers Purchaser shall, prior to such disposition, give Sellers 90 days’ written notice, at the expense of Sellers, to segregate and remove such books and records as Sellers may select.

Appears in 1 contract

Samples: Asset Purchase Agreement (WPCS International Inc)

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Access to Records and Personnel. (a) For a period of six (6) years after the Closing Date, Sellers Seller, the Shareholder and their Representatives will have reasonable access to (including the right to make copies of) all Business Records, including, without limitation, books and records of Sellers Seller transferred to Purchasers Buyer hereunder, relating to the Purchased Assets or the Business prior to the Closing Date and to all former employees of Sellers Seller having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Sellers Seller not assumed by Purchasers Buyer hereunder, (ii) all matters as to which Sellers are Seller is required to provide indemnification under this Agreement, or (iii) the preparation of any Tax Returns required to be filed by Sellers Seller with respect to any periods prior to the ClosingClosing or (iv) other corporate matters relating to Seller. Such access will be afforded by Purchasers Buyer upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Purchasers’ Buyer’s normal business operations. Sellers Seller and the Shareholder will be solely responsible for any costs or expenses incurred by it them pursuant to this Section 6.8(a)Section. If Purchasers wish Buyer wishes to dispose of any of such Business Records, including, without limitation, books and records, records prior to the expiration of the six-year period, Purchasers Buyer shall, prior to such disposition, give Sellers 90 days’ written noticeSeller and the Shareholder a reasonable opportunity, at the expense of SellersSeller and the Shareholder, to segregate and remove such books and records as Sellers Seller and the Shareholder may select.

Appears in 1 contract

Samples: Asset Purchase Agreement (Satcon Technology Corp)

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