Delivery and Retention of Records. Within forty-five (45) days after the Closing Date, the Seller shall (with respect to each of the Javelina Partnerships, to the extent the Seller or its Affiliate have the Legal Right) deliver or cause to be delivered to the Buyer, copies of Tax Records which are relevant to Post-Closing Tax Periods and all other files, books, records, information and data relating to the Acquired Companies, including the Electronic Data and a CD containing all the information and data contained in the electronic data room (other than Tax Records) that are in the possession or control of the Seller or any of its Affiliates (excluding such files, books, records, information and data constituting Retained Assets, the “Records”). The Buyer agrees to (i) hold the Records and not to destroy or dispose of any thereof for a period of five (5) years from the Closing Date or such longer time as may be required by Law, provided that, if it desires to destroy or dispose of such Records during such period, it shall first offer in writing at least sixty (60) days before such destruction or disposition to surrender them to the Seller and if the Seller does not accept such offer within thirty (30) days after receipt of such offer, the Buyer may take such action and (ii) following the Closing Date to afford the Seller, its accountants, and counsel, during normal business hours, upon reasonable request, full access to the Records and to the Buyer’s employees to the extent that such access may be requested for any legitimate purpose at no cost to the Seller (other than for reasonable out-of-pocket expenses); provided that such access shall not be construed to require the disclosure of Records that would cause the waiver of any attorney-client, work product, or like privilege or cause the breach of any confidentiality agreement; provided, further that in the event of any litigation nothing herein shall limit either Party’s rights of discovery under applicable Law. All post-Closing access to the Records and to the Buyer’s employees will be subject to confidentiality obligations under Section 11(a).
Delivery and Retention of Records. On or promptly after the Closing Date, the Seller shall deliver or cause to be delivered to the Buyer, copies of Tax Records which are relevant to Post-Closing Tax Periods and all other files, books, records, information and data relating to the Acquired Companies or the Relevant Assets (other than Tax Records) that are in the possession or control of the Seller (the "Records"). The Buyer agrees to (i) hold the Records and not to destroy or dispose of any thereof for a period of ten years from the Closing Date or such longer time as may be required by Law, provided that, if it desires to destroy or dispose of such Records during such period, it shall first offer in writing at least 60 days before such destruction or disposition to surrender them to the Seller and if the Seller does not accept such offer within 20 days after receipt of such offer, the Buyer may take such action and (ii) following the Closing Date to afford the Seller, its accountants, and counsel, during normal business hours, upon reasonable request, at any time, full access to the Records and to the Buyer's employees to the extent that such access may be requested for any legitimate purpose at no cost to the Seller (other than for reasonable out-of-pocket expenses); provided that such access shall not be construed to require the disclosure of Records that would cause the waiver of any attorney-client, work product, or like privilege; provided, further that in the event of any litigation nothing herein shall limit any Party's rights of discovery under applicable Law.
Delivery and Retention of Records. To the extent PG&E does not otherwise specifically request delivery of records or results, Contractor agrees to retain all records and results of Work performed under this Contract for a period of not less than three years from the end of the Contract term. At PG&E's request Contractor will deliver a copy of any or all original field notes, investigative notes, tests, photographs, records, calculations, summaries, reports, and records produced and collected in the course of the Work performed under this Contract.
Delivery and Retention of Records. To the extent it has the Legal Right, within forty-five (45) days after the Closing Date, the Seller shall deliver or cause to be delivered to the Buyer, copies of Tax Records that are relevant to Post-Closing Tax Periods and copies of all other files, books, records, information and data relating to the Company (other than Tax Records) that are in the possession or control of the Seller and material to the ownership of the Assigned Equity Interest; provided that such access shall not be construed to require the disclosure of records that would cause the waiver of any attorney-client, work product or like privilege; provided, further, that in the event of any litigation nothing herein shall limit any Party’s rights of discovery under applicable Law.
Delivery and Retention of Records. On or promptly after the Closing Date, the Seller will deliver or cause to be delivered to the Buyer all files, records, information and data relating to the Assets (other than Tax Returns, Tax workpapers and other Tax records and information) that are in the possession or control of the Seller and its subsidiaries (together with all of the Seller's and its subsidiaries' contractual rights to request other such files, records, information and data from any third party) (the "Records"
Delivery and Retention of Records. On the Closing Date, VRC shall deliver or cause to be delivered to the MLP Parties, copies of Tax Records and all other files, books, records, information and data relating to the Tank Assets (other than Tax Records) that are in the possession or control of VRC (the "Records"). The MLP Parties agree to (i) hold the Records and not to destroy or dispose of any thereof for a period of seven years from the Closing Date or such longer time as may be required by Law, provided that, if it desires to destroy or dispose of such Records during such period, it shall first offer in writing at least 60 days before such destruction or disposition to surrender them to VRC and if VRC does not accept such offer within 20 days after receipt of such offer, such MLP Party may take such action and (ii) afford VRC, its accountants, and counsel, during normal business hours, upon reasonable request, at any time, full access to the Records to the extent that such access may be requested for any legitimate purpose at no cost to VRC (other than for reasonable out-of-pocket expenses); provided that such access shall not be construed to require the disclosure of Records that would cause the waiver of any attorney-client, work product, or like privilege; provided, further that in the event of any litigation nothing herein shall limit any Party's rights of discovery under applicable Law.
Delivery and Retention of Records. Within 45 days after the Closing Date, the Sellers shall deliver or cause to be delivered to the Buyer, copies of Tax Records that are relevant to Post-Closing Tax Periods and all other files, books, records, information and data relating to each Company or the Subject Assets (other than Tax Records) that are in the possession or control of the Seller; provided that such access shall not be construed to require the disclosure of records that would cause the waiver of any attorney-client, work product or like privilege; provided, further, that in the event of any litigation nothing herein shall limit any Party’s rights of discovery under applicable Law.
Delivery and Retention of Records. ENGINEER shall retain all records and results of SERVICES performed under this contract for the period of time provided in the terms of the client’s contract, and if requested by OWNER, will deliver a copy of any or all original field notes, investigative notes, tests, photographs, records, calculations, summaries, computer programs, listings, reports or other records of any form whatsoever collected or produced in the course of SERVICES performed under this AGREEMENT.
Delivery and Retention of Records. On or promptly after the Effective Date, each Party shall deliver or cause to be delivered to the other Party copies of Tax Records which are relevant to the DLS Properties being transferred to the other Party. Each Party agrees to (i) hold the Tax Records so delivered to it and not to destroy or dispose of any thereof for a period of ten years from the Effective Date or such longer time as may be required by Law, provided that, if the receiving Party desires to destroy or dispose of such Tax Records during such period, it shall first offer in writing at least 60 days before such destruction or disposition to surrender them to the other Party, and if the other Party does not accept such offer within 20 days after receipt of such offer, the receiving Party may take such action and (ii) to afford the other Party, its accountants, and counsel, during normal business hours, upon reasonable request, at any time, full access to the Tax Records delivered to it and to its employees to the extent that such access may be requested for any legitimate purpose at no cost to the requesting Party (other than for reasonable out-of-pocket expenses); provided that such access shall not be construed to require the disclosure of Tax Records that would cause the waiver of any attorney-client, work product, or like privilege; provided, further that in the event of any litigation nothing herein shall limit any Party’s rights of discovery under applicable Law.
Delivery and Retention of Records. Aggregator shall retain all records and results of the Services or Work performed, for a period of not less than three years from the end of the Agreement term. At AESC or PG&E’s request, Aggregator shall deliver a copy of any or all original records required to be retained under this Contract. WARRANTIES AND WORKMANSHIP: Aggregator warrants and shall warrant in its agreement with any Customer that any Services or Work shall be done with the degree of skill and care required by current, good and sound professional procedures and practices, in conformance with prevailing generally accepted professional and industry standards that are appropriate for the purposes set forth under this Agreement. Aggregators warrant that the equipment, material and parts furnished shall be of the kind and quality that is free of defects in workmanship, material, design, and title, shall be of good and merchantable quality, and shall be fit for its intended purpose. When applicable, Aggregators shall repair or replace at its expense any part of the Services or Work that develops defects due to faulty material or workmanship within one year after being placed in operation. Aggregator shall, at its expense and as applicable, repair or replace such Services or Work damaged as the result of the defects or repairing and hold AESC and PG&E harmless from repair expenses. PUBLIC RELEASE OF RESULTS: Xxxxxxxxxx agrees to not publicly release any results of the Services or Work resulting from this Contract, absent AESC’s review and written approval of the information, documentation, and any other materials to be released (and such approval will be conditional on AESC receiving approval from PG&E). Under no circumstances shall any release of information present any material findings not reasonably inferable from the data. THIRD PARTY LICENSES: Aggregator represents and warrants any third-party materials made available to PG&E in accordance with this Contract comply with any such corresponding and applicable third-party licenses, terms of use, and policies and procedures. INFRINGEMENT PROTECTION: Aggregators represent any materials used, or otherwise provided, as a Deliverable under this Contract, do not and will not infringe upon the copyright, patent or license, or otherwise violate the proprietary rights, including trade secret rights, of any person or entity. NO PUBLICITY: Aggregator shall not include PG&E’s name, any reference to this Contract, or any reference to PG&E’s purchase or us...
