Common use of Books and Records; Personnel Clause in Contracts

Books and Records; Personnel. For a period of six years after the Closing Date (or such longer period as may be required by any Governmental Body or ongoing Legal Proceeding): (a) Neither any SMR Company nor the Purchaser shall dispose of or destroy any of the business records and files of the SMR Companies. If any SMR Company or the Purchaser wishes to dispose of or destroy such records and files after that time, it shall first give 30 days' prior written notice to the Sellers and each of the Sellers shall have the right, at his option and expense, upon prior written notice to the Purchaser within such 30-day period, to take possession of the records and files within 60 days after the date of the SMR Company's or the Purchaser's notice to the Sellers. (b) The SMR Companies and the Purchaser shall allow each of the Sellers and his representatives access to all business records and files of the SMR Companies for the period prior to the Closing Date, during regular business hours and upon reasonable notice at the Company's principal place of business or at any location where such records are stored, and each of the Sellers shall have the right, at his own expense, to make copies of any such records and files; provided, however, that any such access or copying shall be had or done in such a manner so as not to interfere in any material respect with the normal conduct of business operations. (c) The Company shall make available to each of the Sellers, upon written request and at such Seller's expense, the Company's personnel to assist such Seller in locating and obtaining the above-referenced records and files maintained by SMR Companies.

Books and Records; Personnel. For a period of six seven (7) years ---------------------------- after the Closing Date (or such longer period as may be required by any Governmental Body governmental or regulatory body or authority or ongoing Legal Proceeding): (a) Neither any SMR Company nor the The Purchaser shall not dispose of or destroy any of the business records and files of the SMR CompaniesBusiness other than in connection with a sale or other disposition of the Business or any portion thereof. If any SMR Company or the Purchaser wishes to dispose of or destroy such records and files after that time, it shall first give 30 sixty (60) days' prior written notice to the Sellers Company, and each of the Sellers Company shall have the right, at his its option and expense, upon prior written notice to the Purchaser within such 30sixty-day period, to take possession of the records and files within 60 ninety (90) days after the date of the SMR notice from the Company's or the Purchaser's notice to the Sellers. (b) The SMR Companies and the Purchaser shall allow each the Company and any of its directors, officers, employees, counsel, representatives, accountants, and auditors (collectively, the Sellers and his representatives "Company Representatives") access to all business ----------------------- records and files of the SMR Companies for Company or the period prior Business that are transferred to it in connection herewith, which are reasonably required by such party in anticipation of, or preparation for, any existing or future Legal Proceeding involving the Closing DateCompany or Tax Return preparation, during regular business hours and upon reasonable notice at the CompanyPurchaser's principal place of business or at any location where such records are stored, and each of the Sellers Company Representatives shall have the right, right at his own expense, their cost to make copies of any such records and files; provided, however, that any such access or copying shall be had or done in such a manner so as not to interfere in any material respect with the normal conduct of the Purchaser's business or operations. (c) The Company shall make available to each of the Sellers, upon written request and at such Seller's expense, the Company's personnel to assist such Seller in locating and obtaining the above-referenced records and files maintained by SMR Companies.

Books and Records; Personnel. For a period of six five years after the Closing Date (or such longer period as may be required by any Governmental Body or ongoing Legal Proceeding):Date: (ai) Neither any SMR Company nor the Purchaser Buyer shall not dispose of or destroy any of the business material books and records and files of the SMR Companies. If any SMR Company or the Purchaser wishes Corporation relating to dispose of or destroy such records and files after that time, it shall first give 30 days' prior written notice to the Sellers and each of the Sellers shall have the right, at his option and expense, upon prior written notice to the Purchaser within such 30-day period, to take possession of the records and files within 60 days after the date of the SMR Company's or the Purchaser's notice to the Sellers. (b) The SMR Companies and the Purchaser shall allow each of the Sellers and his representatives access to all business records and files of the SMR Companies for the period periods prior to the Closing Date, Date ("Books and Records") without first offering to turn over possession thereof to Xxxxx by written notice to Xxxxx it least 30 days prior to the proposed date of such disposition or destruction. (ii) Buyer shall allow Sellers and their agents access to all Books and Records during regular business normal working hours and upon reasonable notice at the CompanyBuyer's principal place of business or at any location where such records any Books and Records are stored, and each of the Sellers shall have the right, at his own their expense, to make copies of any such records Books and filesRecords; provided, however, that any such access or copying shall be had or done in such a manner so as not to unreasonably interfere in any material respect with the normal conduct of business operations. Buyer's and the Corporation's businesses. (c) The Company iiiBuyer shall make available to each of the Sellers, Sellers upon written request notice (A) copies of any Books and at such Seller's expenseRecords, (B) the CompanyCorporation's personnel to assist such Seller Sellers in locating and obtaining any Books and Records, and (C) any of the aboveCorporation's personnel whose assistance or participation is reasonably required by Sellers or any of their affiliates in anticipation of, or preparation for, any litigation, tax or other matters in which any Seller is involved; provided, however, that any such copying or assistance shall be had or done in such a manner so as not to unreasonably interfere with the normal conduct of the Corporation's business. Sellers shall reimburse the Corporation for the reasonable direct out-referenced records and files maintained of-pocket expenses incurred by SMR CompaniesBuyer or the Corporation in performing the covenants contained in this subsection (d).