Hotel Records Sample Clauses

Hotel Records. As reasonably required for tax filings, preparation and auditing of financial statements, other reporting and similar purposes, Seller shall have the right to make and retain copies of the Hotel Records which are transferred to Buyer at Closing and to disclose information contained therein. Buyer shall also make the Hotel Records available to Seller and its authorized representatives at the Hotel, at reasonable times and upon reasonable prior notice, and allow Seller to make copies thereof; and Buyer shall not dispose of any Hotel Records prior to the fifth anniversary of Closing without giving Seller at least 30 days’ prior written notice and opportunity to recover the same.

Hotel Records. “Hotel Records” means all of the books, records, correspondence and other files, both paper and electronic (and including any accounting, database or other record-keeping software used in connection with such books and records which Seller or Hotel Manager owns or which are otherwise transferable) which have been received or generated and maintained in the course of operation of the Hotel and which are in Seller’s or Hotel Manager’s possession or control or are obtainable upon request.

Hotel Records. (a) Seller has advised Purchaser and Purchaser hereby agrees, that, notwithstanding anything to the contrary contained in this Agreement, Seller is not delivering (and shall have no obligation to deliver) to Purchaser (A) certain records which relate to internal matters of Seller (such as income tax returns, financial statements, loan documents which shall not affect the Property after Closing, corporate and partnership governance, investment advisory services and other professional relationships), (B) the work papers, memoranda, analysis, correspondence and similar materials prepared by or for Seller in connection with the negotiation and documentation of the transaction contemplated hereby, (C) originals of all bills, invoices and receipts relating to the period prior to Closing (Purchaser shall have the right to inspect and retain copies of the same) and (D) originals of all checks issued by or on behalf of Seller in payment of such pre-Closing bills and invoices (Purchaser shall have the right to inspect and retain copies of the same). The items described in clauses (A) and (B) of the immediately preceding sentence shall not be included in the definition of Hotel Records. (b) Seller has advised Purchaser that it may be necessary after the Closing for Seller to audit the Hotel Records with respect to the period prior to the Closing Date. In addition, Seller may require access to the Hotel Records in connection with any tax audit, examination or challenge or similar proceeding. Purchaser agrees (A) to maintain the Hotel Records at the Hotel for a period of two (2) years after the Closing Date, (B) to grant Seller and the Manager and their representatives access to the relevant Hotel Records after the Closing, at reasonable times upon reasonable prior notice, for such purposes and (C) to cooperate with Seller and the Manager and their representatives in connection therewith. Seller shall maintain the confidentiality of such information. Accordingly, Seller shall, and shall cause their trustees, directors, officers, partners, members and other personnel and representatives to, hold in strict confidence, and not disclose to any other party without the prior written consent of Purchaser, any of the information in respect of the Property delivered to Seller by Purchaser or any of its agents, representatives or employees, provided that, Seller may disclose such confidential information in accordance with a judicial, administrative, regulatory or other governme...

Hotel Records. “Hotel Records” means all of the books, records, correspondence and other files, both paper and electronic (and including any accounting, database or other record-keeping software used in connection with such books and records which Seller owns or otherwise has the right freely to transfer) which have been received or generated and maintained in the course of operation of the Hotel and which are in Seller’s possession or control, including, without limitation, all customer, reservation, convention, sales, groups, catering, mailing or “Frequent user” lists, operating ledgers, third-party inspection reports, property management reports, current operating and capital budgets and all back-up files and records relating to the operations of the Hotel (including historical operating records) owned by Seller and maintained at 116800-0001/LEGAL125685330.6 the Hotel, in Seller’s possession or control, or to the extent Hotel Manager is acting in its capacity as Seller’s agent, in Hotel Manager’s possession or control, including (A) any computer drives, disks, tapes and other databases which contain the names and addresses of past or perspective customers, and (B) all marketing information used for the Hotel (which shall not be deemed to include information relating to the marketing of the Hotel for sale); exclusive, however of the Excluded Materials.

Hotel Records. 37 8. Prorations, Credits and Other Adjustments.................................37

Hotel Records. 2 1.11 Hotel Revenues .................................................................................. 2 1.12 HPT ............................................................................................. 3 1.13

Hotel Records. 13.1.1 From and after the date hereof, until two (2) years after the Closing, Seller shall make the books and records for the period Seller owned the Hotel available to Buyer and Buyer’s independent accountants for inspection, copying and audit by Buyer’s designated accountants at Buyer’s sole cost and expense. Seller shall at Buyer’s expense provide Buyer with copies of, or access to, such factual information, accounting records and financial information for Seller’s period of ownership as may be reasonably requested by Buyer or its auditors to enable Buyer or its Affiliates to file reports or registration statements in compliance with the rules and regulations of the Securities and Exchange Commission. This Section 12.4.1 shall survive the Closing for a period of two (2) years. 13.1.2 Seller shall retain the originals of all Hotel Records other than Service Contracts and Equipment Leases assigned to Buyer. As reasonably required for tax filings, preparation and auditing of financial statements, other reporting and purposes, Buyer shall have the right to make and retain copies of the Hotel Records and to disclose information contained therein. Seller shall also make the Hotel Records available to Buyer and its authorized representatives, at reasonable times and upon reasonable prior notice, and allow Buyer to make copies thereof; and Seller shall not dispose of any Hotel Records prior to the fifth anniversary of Closing without giving Buyer at least 30 days’ prior written notice and opportunity to recover the same.

Hotel Records. All Hotel Records shall become the property of Buyer upon Closing, subject to the rights of the Hotel Manager, provided Seller shall have the right to make and retain copies of the Hotel Records which are transferred to Buyer at Closing and to disclose information contained therein as reasonably required for tax filings, preparation and auditing of financial statements, other reporting and similar purposes. Buyer shall also make the Hotel Records available to Seller and its authorized representatives at the Hotel, at reasonable times and upon reasonable prior notice, and allow Seller to make copies thereof; and Buyer shall not dispose of any Hotel Records prior to the fifth anniversary of Closing without giving Seller at least 30 days’ prior written notice and opportunity to recover the same.

Hotel Records. 7 1.61 Indemnify..................................................................................... 8 1.

Hotel Records. 47 14. Assignment............................................................................................. 47 15. Notices................................................................................................ 48 16.