Common use of Books, Records and Files Clause in Contracts

Books, Records and Files. Buyer and the Sellers agree that the Sellers may maintain copies of any Books, Records and Files that are included in the Purchased Assets and the Purchased Entities. Buyer agrees to retain and maintain such Books, Records and Files related to the Purchased Assets and the Purchased Entities for a period of at least seven (7) years after Closing (plus any additional time during which Buyer has been advised by the Sellers that (i) there is an ongoing Tax audit with respect to periods prior to the Closing or (ii) any such period is otherwise open to assessment; provided that only such Books, Records and Files related to the appropriate Tax audit or period as advised by the Sellers shall be subject to such time extension). During such period, Buyer agrees to give the Sellers and their representatives reasonable cooperation, access (including copies) and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files delivered to Buyer hereunder, and the Sellers agree to give Buyer and its representatives reasonable cooperation, access and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files relating to the Business and retained by Sellers, in each case as may be necessary for general business purposes, including the defense of litigation, the preparation of Tax Returns and financial statements and the management and handling of Tax audits; provided that such cooperation, access and assistance does not unreasonably disrupt the normal operations of Buyer or the Sellers or their respective Affiliates.

Books, Records and Files. Buyer and the Sellers agree that the Sellers may maintain copies of any Books, Records and Files that are included in the Purchased Assets and the Purchased Entities. Buyer agrees to retain and maintain such Books, Records and Files related to the Purchased Assets and the Purchased Entities for a period of at least seven (7) years after Closing (plus any additional time during which Buyer has been advised by the Sellers that (i) there is an ongoing Tax audit with respect to periods prior to the Closing or (ii) any such 39 period is otherwise open to assessment; provided that only such Books, Records and Files related to the appropriate Tax audit or period as advised by the Sellers shall be subject to such time extension). During such period, Buyer agrees to give the Sellers and their representatives reasonable cooperation, access (including copies) and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files delivered to Buyer hereunder, and the Sellers agree to give Buyer and its representatives reasonable cooperation, access and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files relating to the Business and retained by Sellers, in each case as may be necessary for general business purposes, including the defense of litigation, the preparation of Tax Returns and financial statements and the management and handling of Tax audits; provided that such cooperation, access and assistance does not unreasonably disrupt the normal operations of Buyer or the Sellers or their respective Affiliates.. Section 6.5

Books, Records and Files. Buyer GE and the Sellers Xxxxxx agree that the Sellers Xxxxxx may maintain maintain, subject to Section 7.2(b), copies of any Books, Records and Files that are included in the Purchased Assets and the Purchased Entitiesthat are delivered to GE hereunder and Xxxxxx may prepare a comprehensive index and file plan of such Books, Records and Files. Buyer GE agrees to retain and maintain such Books, Records and Files related to the Purchased Assets and the Purchased Entities for a period of at least seven (7) years after Closing (plus any additional time during which Buyer GE has been advised by the Sellers Xxxxxx that (i) there is an ongoing Tax audit with respect to periods prior to the Closing or (ii) any such period is otherwise open to assessment; provided that only such Books, Records and Files reasonably related to the appropriate Tax audit or period as advised by the Sellers Xxxxxx shall be subject to such time extension). During such period, Buyer GE agrees to give the Sellers Xxxxxx and their its representatives reasonable cooperation, access (including copies) and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files delivered to Buyer GE hereunder, and the Sellers agree Xxxxxx agrees to give Buyer GE and its representatives reasonable cooperation, access and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files relating to the Business and retained by SellersXxxxxx, in each case as may be necessary for general business purposes, including the defense of litigation, the preparation of Tax Returns returns and financial statements (including the Preliminary Closing Date Balance Sheet and Closing Date Balance Sheet) and the management and handling of Tax audits; provided that such cooperation, access and assistance does not unreasonably disrupt the normal operations of Buyer GE or the Sellers Xxxxxx or their respective Affiliates.

Books, Records and Files. Buyer The Purchaser and the Sellers Seller agree that the Sellers Seller may maintain copies of any Books, Records and Files that are included in the Purchased Assets and that are delivered to the Purchased EntitiesPurchaser hereunder and the Seller may prepare a comprehensive index and file plan of such Books, Records and Files. Buyer The Purchaser agrees to retain and maintain such Books, Records and Files related to the Purchased Assets and the Purchased Entities for a period of at least seven (7) years after the Closing (plus any additional time as required by Law or during which Buyer the Purchaser, as applicable, has been advised by the Sellers Seller that (i) there is an ongoing Tax audit with respect to periods prior to the Closing or (ii) any such period is otherwise open to assessment; provided that only such Books, Records and Files reasonably related to the appropriate Tax audit or period as advised by the Sellers Seller shall be subject to such time extension). During such period, Buyer the Purchaser agrees to give the Sellers Seller and their its representatives reasonable cooperation, access (including copies) and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files delivered to Buyer the Purchaser hereunder, and the Sellers agree Seller agrees to give Buyer the Purchaser and its representatives reasonable cooperation, access and staff assistance, as needed, during normal business hours and upon reasonable notice, with respect to the Books, Records and Files relating to the Business and retained by Sellersthe Seller, in each case as may be necessary for general business purposes, including the defense of litigation, the preparation of Tax Returns returns and financial statements and the management and handling of Tax audits; provided that such cooperation, access and assistance does not unreasonably disrupt the normal operations of Buyer the Purchaser or the Sellers Seller or their respective Members or Affiliates. Notwithstanding anything to the contrary contained in this Agreement, neither the Seller nor any of its Members or their respective Affiliates shall be required to provide access to or copies of any income Tax Returns of the Seller or any such Member or Affiliate.