Common use of Access to records by Seller Clause in Contracts

Access to records by Seller. (a) The Buyer must procure that all Business Records are preserved in respect of the period ending on the Completion Date until the later of: (1) six years from the Completion Date; and (2) any date required by an applicable law. (b) After Completion the Buyer must, on reasonable notice from the Seller: (1) provide the Seller and its advisers with reasonable access to the Business Records and allow the Seller to inspect and obtain copies or certified copies of the Business Records at the Seller’s expense; and (2) provide the Seller and its advisers with reasonable access (following reasonable prior notice) to the personnel and premises of the Buyer Group Members and the Target Entities, for the purpose of assisting the Seller Group Members to prepare Tax returns, accounts and other financial statements, discharge statutory obligations or comply with Tax, Duty or other legal requirements or to conduct legal or arbitration proceedings. (c) The Seller must reimburse the Buyer for its reasonable costs in retrieving any Business Records and making personnel and premises available under this clause 15.2. (d) The Buyer is not required to comply with this clause 15.2 to the extent it would waive legal professional privilege. The Seller must comply with any reasonable steps requested by the Buyer to preserve confidentiality. (e) The Buyer agrees that the Seller may retain copies of any Business Records that it may require to enable it to comply with any applicable law or good corporate governance after the Completion Date.

Appears in 2 contracts

Samples: Share Sale Agreement (Coronado Global Resources Inc.), Share Sale Agreement (Coronado Global Resources Inc.)

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Access to records by Seller. (a) The Buyer must procure that all Business Records are preserved in respect of the period ending on the Completion Date until the later of: (1) six 7 years from the Completion Date; and (2) any date required by an applicable law. (b) After Completion the Buyer must, on reasonable notice from the Seller: (1) provide the Seller and its advisers with reasonable access to the Business Records and allow the Seller to inspect and obtain copies or certified copies of the Business Records at the Seller’s expense; and (2) provide the Seller and its advisers with reasonable access (following reasonable prior notice) to the personnel and premises of the Buyer Group Members and the Target EntitiesGroup Companies, for the purpose of assisting the Seller Group Members to prepare Tax tax returns, accounts and other financial statementsstatements which relate in whole or part to a period prior to Completion, or to discharge statutory obligations or comply with Tax, Duty or other legal requirements Legal Requirements or to conduct legal or arbitration proceedings, in each case solely related to the transactions between the Buyer and the Seller contemplated by this deed. (c) The Seller must reimburse the Buyer for its reasonable costs in retrieving any Business Records and making personnel and premises available under this clause 15.212.2. (d) The Buyer is not required obliged to comply with this clause 15.2 to the extent it would waive legal professional privilege. The Seller must comply with any reasonable steps requested by the Buyer in writing to preserve confidentiality. (e) The Buyer agrees that the Seller may retain copies of any Business Records that it may require to enable it to comply with any applicable law or good corporate governance after the Completion Date.

Appears in 1 contract

Samples: Share Sale Deed (Harmony Gold Mining Co LTD)

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Access to records by Seller. (a) The Buyer must procure that all Business Records are preserved in respect of acquired by the period ending on Buyer under this agreement and relating to any time before the Completion Date are preserved until the later of: (1) six years from the Completion Date; and (2) any date required by an applicable law. (b) After Completion the Buyer must, on reasonable notice from the Seller: (1) provide the Seller and its advisers with reasonable access to the Business Records and allow the Seller to inspect and obtain copies or certified copies of the Business Records at the Seller’s expense; and (2) provide the Seller and its advisers with reasonable access (following reasonable prior notice) to the personnel and premises of the Buyer Group Members and the Target EntitiesMembers, for the purpose of assisting the Seller Group Members to prepare Tax tax returns, accounts and other financial statements, discharge statutory obligations or comply with Tax, Duty or other legal requirements or to conduct legal or arbitration proceedings. (c) The Seller must reimburse the Buyer for its reasonable costs in retrieving any Business Records and making personnel and premises available under this clause 15.28.1. (d) The Buyer is not required obliged to comply with this clause 15.2 to the extent it would waive legal professional privilege. The Seller must comply with any reasonable steps requested by the Buyer to preserve confidentiality. (e) The Buyer agrees that the Seller may retain copies of any Business Records that which it may require to enable it to comply with any applicable law or good corporate governance after the Completion Date.

Appears in 1 contract

Samples: Business Sale Agreement (CareDx, Inc.)

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