Common use of Preservation and Access to Records After the Closing Clause in Contracts

Preservation and Access to Records After the Closing. After the Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical and other records of the Hospital existing as of the Closing, and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital it will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer acquires. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon Buyer’s receipt of appropriate consents and authorizations, Buyer will afford to the representatives of Sellers, including their counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers at the Hospital). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellers, Buyer shall also make its officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers shall be entitled, at Sellers’ sole risk, to remove from the Hospital copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizations. Any patient record so removed from the Hospital shall be promptly returned to Buyer following its use by Sellers. Any access to the Hospital, its records or Buyer’s personnel granted to Sellers in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the Hospital.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Rennova Health, Inc.), Asset Purchase Agreement (Rennova Health, Inc.)

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Preservation and Access to Records After the Closing. After the Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical and other records of the Hospital Facilities existing as of the Closing, and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term “records” "RECORDS" includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital Facilities it will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer it acquires. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I1395(v)(l)(i)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital Facilities after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon Buyer’s receipt of appropriate consents and authorizationsSellers, Buyer will afford to the representatives of Sellers, including their its counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers at the HospitalFacilities). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellershours, Buyer shall also make its officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers shall be entitled, at Sellers' sole risk, to remove from the Hospital Facilities copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizationslitigation. Any patient record so removed from the Hospital a Facility shall be promptly returned to Buyer the Facility following its use by Sellers. Any access to the HospitalFacilities, its their records or Buyer’s 's personnel granted to Sellers in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the HospitalBuyer.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Psychiatric Solutions Inc), Asset Purchase Agreement (Psychiatric Solutions Inc)

Preservation and Access to Records After the Closing. After the Closing, Buyer shall, in the ordinary course of business and as to the extent required by law, keep and preserve in their original form all medical and other records of the Hospital Facilities existing as of the Closing, and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer Xxxxx acknowledges that as a result of entering into this Agreement and operating the Hospital it Facilities, Buyer will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer Xxxxx agrees to abide by any such rules and regulations relating to the confidential information the Buyer acquires. Buyer agrees to maintain the patient and personnel records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I§ 1395(v)(l)(i)), the privacy requirements of HIPAA and applicable state requirements with respect to medical privacy, and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient and personnel records generated at the Hospital Facilities after the Closing. Upon reasonable advance written notice, during normal business hours, at the sole cost and expense of Seller Seller, in accordance with applicable law and upon the Buyer’s receipt of appropriate any legally required consents and authorizations, Buyer Xxxxx will afford to the representatives of SellersSeller, including their its counsel and accountants, full and complete reasonable access to, and copies of, the patient records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers the Seller Entities at the HospitalFacilities). Upon For a period of six (6) years following the Closing, upon reasonable notice, during normal business hours and at the sole cost and expense of SellersSeller, Buyer shall also make its officers and those Buyer employees that were previously employed by Seller or any Seller Entity available to Sellers Seller at reasonable times and places after the Closingplaces. In addition, Sellers Seller shall be entitled, at Sellers’ Seller’s sole risk, to remove from the Hospital receive copies of any such patient records, but only for purposes of pending claims or litigation involving a patient to whom such records refer, as certified in writing prior to removal receipt by counsel retained by Sellers Seller in connection with such litigation and only in accordance with applicable law and upon BuyerXxxxx’s receipt of appropriate any legally required consents and authorizations. Any copy of a patient record so removed received from the Hospital Facilities shall be promptly returned to Buyer following its use by SellersSeller. Any access to the HospitalFacilities, its their records or BuyerXxxxx’s personnel granted to Sellers Seller in this Agreement shall be upon the condition that any such access be consistent with applicable law and not materially interfere with the business operations of Buyer or the HospitalBuyer.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Community Health Systems Inc), Asset Purchase Agreement (Community Health Systems Inc)

Preservation and Access to Records After the Closing. After the Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical and other records of the Hospital Facilities existing as of the Closing, and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term “records” "RECORDS" includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital Facilities it will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer it acquires. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I1395(v)(l)(i)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital Facilities after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon Buyer’s receipt of appropriate consents and authorizationsSeller, Buyer will afford to the representatives of SellersSeller, including their its counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers Seller at the HospitalFacilities). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellershours, Buyer shall also make its officers and employees available to Sellers Seller at reasonable times and places after the Closing. In addition, Sellers Seller shall be entitled, at Sellers’ Seller's sole risk, to remove from the Hospital Facilities copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers Seller in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizationslitigation. Any patient record so removed from the Hospital a Facility shall be promptly returned to Buyer the Facility following its use by SellersSeller. Any access to the HospitalFacilities, its their records or Buyer’s 's personnel granted to Sellers Seller in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the HospitalBuyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Psychiatric Solutions Inc)

Preservation and Access to Records After the Closing. After the ClosingClosing and for the time period necessary to comply with this section, Buyer shall, in the ordinary course of business and as required by law, Purchaser shall keep and preserve in their original form all medical and other records of the Hospital existing as of the Closing, and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term "records" includes all documents, electronic data data, and other compilations of information in any form. Buyer Purchaser acknowledges that as a result of entering into this Agreement and operating the Hospital it and its Affiliates will gain access to patient and other information which is that are subject to rules and regulations regarding confidentiality. Buyer agrees to Purchaser shall abide by any such rules and regulations relating to the confidential information Buyer that it acquires. Buyer agrees to Purchaser shall maintain the patient records held at Hospital or delivered to Buyer Purchaser at the Closing at the Hospital after Closing in accordance with applicable law Law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(Iss. 1395(V)(1)(i)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital after Closing. Purchaser shall give Sellers notice of its intent to destroy any of the above records at least ten (10) business days prior to doing so and Sellers shall have the right, for fifteen (15) business days from receipt of such notice, to remove such records from Purchaser's possession at Sellers' expense. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller hours and upon Buyer’s Purchaser's receipt of appropriate consents and authorizations, Buyer will Purchaser shall afford to the representatives of Sellers, including their counsel and accountants, full and complete access to, and the right to make copies of, the records transferred to Buyer Purchaser at the Closing (including, without limitation, access to patient records in respect of patients treated by Affiliates of Sellers at the Hospital). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellers, Buyer shall also make its officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers shall be entitled, at Sellers’ sole risk, entitled to remove from the Hospital copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizationslitigation. Any patient record records so removed from the Hospital shall be promptly returned to Buyer Purchaser following its the use thereof by Sellers. Any access to the Hospital, its records or Buyer’s personnel granted to Sellers in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the Hospital.

Appears in 1 contract

Samples: Stock Purchase Agreement (PMR Corp)

Preservation and Access to Records After the Closing. After the Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical records and other records of the Hospital Agency existing as of the Closing, Closing and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes (Buyer’s current policy is to retain medical records of this Agreementpatients for the greater of (i) six years following date of discharge or (ii) the period required by applicable state law; or, in the case of a minor patient, the term “records” includes all documentslater of (i) one year following such patient reaching the age of eighteen year, electronic data and other compilations (ii) six years following date of information in any form. discharge, or (iii) the period required by applicable state law.) Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital Agency it will gain access to patient and other information which is subject to rules and regulations regarding concerning confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer it acquires. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(Isection 1861(v)(i)(1) of the Social Security Act (42 U.S.C. §1395(v)(1)(I§ 1395(v)(1)(1)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital Agency after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon Buyer’s receipt of appropriate consents and authorizations, Buyer will afford to the representatives of SellersSeller, including their its counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers Seller at the HospitalAgency). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellers, Buyer shall also make its officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers Seller shall be entitled, at Sellers’ Seller’s sole risk, to remove from the Hospital copies of Agency any such patient records, but only for purposes of pending or threatened litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers Seller in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizations. Any patient record records so removed from the Hospital Agency shall be promptly returned to Buyer following its use by SellersSeller. Any access to the HospitalAgency, its records or Buyer’s personnel granted to Sellers Seller in this Agreement shall be upon the condition that any such access not materially interfere with the business and operations of Buyer or the HospitalBuyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Odyssey Healthcare Inc)

Preservation and Access to Records After the Closing. After the Closing, Buyer Buyers shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical and other records of the Hospital Facilities existing as of the Closing, and which constitute a part of the Assets delivered to Buyer Buyers at the Closing. For purposes of this Agreement, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that Buyers acknowledge that, as a result of entering into this Agreement and operating the Hospital it Facilities, Buyers will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees Buyers agree to abide by any such rules and regulations relating to the confidential information Buyer acquiresBuyers acquire. Buyer agrees Buyers agree to maintain the patient and personnel records delivered to Buyer Buyers at the Closing at the Hospital Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I§ 1395(v)(l)(i)), the privacy requirements of HIPAA and applicable state requirements with respect to medical privacy, and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient and personnel records generated at the Hospital Facilities after the Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller Sellers and upon the applicable Buyer’s receipt of appropriate any legally required consents and authorizations, such Buyer will afford to the representatives of Sellers, including their counsel and accountants, full and complete access to, and copies of, the patient records transferred to Buyer Buyers at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers at the HospitalFacilities). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellers, Buyer Buyers shall also make its their officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers shall be entitled, at Sellers’ sole risk, to remove from the Hospital copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizations. Any patient record so removed from the Hospital shall be promptly returned to Buyer following its use by Sellers. Any access to the HospitalFacilities, its their records or the applicable Buyer’s personnel granted to Sellers in this Agreement shall be upon the condition that any such access be consistent with applicable law and not materially interfere with the business operations of Buyer or the Hospitalany Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Community Health Systems Inc)

Preservation and Access to Records After the Closing. After the Closing, Buyer Buyers shall, in the ordinary course of business and as to the extent required by law, keep and preserve in their original form all medical and other records of the Hospital Facilities existing as of the Closing, and which constitute a part of the Assets delivered to Buyer Buyers at the Closing. For purposes of this Agreement, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that Buyers acknowledge that, as a result of entering into this Agreement and operating the Hospital it Facilities, Buyers will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees Buyers agree to abide by any such applicable rules and regulations relating to the confidential information Buyer acquiresBuyers acquire. Buyer agrees Buyers agree to maintain the patient and personnel records delivered to Buyer Buyers at the Closing at the Hospital Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I§ 1395(v)(l)(i)), the privacy requirements of HIPAA and applicable state requirements with respect to medical privacy, and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient and personnel records generated at the Hospital Facilities after the Closing. Upon reasonable advance written notice, during normal business hours, at the sole cost and expense of Seller Sellers, in accordance with applicable law and upon the applicable Buyer’s receipt of appropriate any legally required consents and authorizations, such Buyer will afford to the representatives of Sellers, including their counsel and accountants, full and complete reasonable access to, and copies of, the patient records transferred to Buyer Buyers at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers at the HospitalFacilities). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellers, Buyer Buyers shall also make its their officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers shall be entitled, at Sellers’ sole risk, to remove from the Hospital copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizations. Any patient record so removed from the Hospital shall be promptly returned to Buyer following its use by Sellers. Any access to the HospitalFacilities, its their records or the applicable Buyer’s personnel granted to Sellers in this Agreement shall be upon the condition that any such access be consistent with applicable law and not materially interfere with the business operations of Buyer or the Hospitalany Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Community Health Systems Inc)

Preservation and Access to Records After the Closing. After the Closing, Buyer Buyers shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical and other records of the Hospital Facilities existing as of the Closing, and which constitute a part of the Assets delivered to Buyer Buyers at the Closing. For purposes of this Agreement, the term “records” "RECORDS" includes all documents, electronic data and other compilations of information in any form. Each Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital Facilities it will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Each Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer it acquires, including, without limitation, the Federal Privacy Regulations. Each Buyer agrees to maintain the patient records delivered to each Buyer at the Closing at the Hospital Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I1395(v)(l)(i)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital Facilities after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon Buyer’s receipt of appropriate consents and authorizationssuch Seller, the applicable Buyer will afford to the representatives of Sellersany Seller, including their its counsel and accountants, full and complete access to, and copies of, the records transferred to such Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers each Seller at the Hospitalits previously-owned Facility). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellershours, each Buyer shall also make its officers and employees available to Sellers any Seller at reasonable times and places after the Closing. In addition, Sellers each Seller shall be entitled, at Sellers’ its sole risk, to remove from the Hospital its previously-owned Facility copies of any such patient records, but only for purposes of pending litigation involving related to a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers such Seller in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizationslitigation. Any patient record so removed from the Hospital a Facility shall be promptly returned to Buyer the Facility following its use by Sellerssuch Seller. Any access to the HospitalFacilities, its their records or a Buyer’s 's personnel granted to Sellers a Seller in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the Hospitalsuch Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Psychiatric Solutions Inc)

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Preservation and Access to Records After the Closing. After (a) From the Closing, Buyer shall, in Closing Date until seven (7) years after the ordinary course of business and Closing Date or such longer period as required by lawlaw or Section 10.5 of the Asset Purchase Agreement, dated as of August 10, 2000, between Seller and Tri Cities Health Services Corp. (the “Document Retention Period”), Purchaser shall keep and preserve in their original form all medical records, patient records, medical staff records and other books and records of which are among the Hospital existing Assets as of the ClosingEffective Time, but excluding any records which are among the Excluded Assets. Purchaser will afford to the representatives of Seller, including its counsel and accountants, full and complete access to, and which constitute a part copies (including, without limitation, color laser copies) of, such records with respect to time periods prior to the Effective Time (including access to records of the Assets delivered to Buyer patients treated at the ClosingHospital prior to the Effective Time) during normal business hours after the Effective Time, to the extent reasonably needed by Seller or Seller’s Affiliates for business purposes. For purposes of this AgreementPurchaser acknowledges that, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital Hospital, it will gain access to patient records and other information which is are subject to rules and regulations regarding concerning confidentiality. Buyer agrees to Purchaser shall abide by any such rules and regulations relating to the confidential information Buyer it acquires. Buyer agrees to Purchaser shall maintain the patient and medical staff records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I) of and the Social Security Act (42 U.S.C. §1395(v)(1)(I)), and requirements of relevant insurance carriers. After the expiration of the Document Retention Period, all if Purchaser intends to destroy or otherwise dispose of any of the documents described in a manner consistent with this Section 9.2(a), Purchaser shall provide written notice to Seller of Purchaser’s intention no later than ninety (90) calendar days prior to the maintenance date of patient records generated at such intended destruction or disposal. Seller shall have the Hospital after Closing. Upon reasonable notice, during normal business hoursright, at the its sole cost and expense cost, to take possession of such documents during such ninety (90) calendar day period. If Seller and upon Buyer’s receipt does not take possession of appropriate consents and authorizationssuch documents during such ninety (90) calendar day period, Buyer will afford to the representatives of Sellers, including their counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers at the Hospital). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellers, Buyer shall also make its officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers Purchaser shall be entitled, at Sellers’ sole risk, free to remove from the Hospital copies destroy or otherwise dispose of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizations. Any patient record so removed from the Hospital shall be promptly returned to Buyer following its use by Sellers. Any access to the Hospital, its records or Buyer’s personnel granted to Sellers in this Agreement shall be documentation upon the condition that any expiration of such access not materially interfere with the business operations of Buyer or the Hospitalninety (90) calendar day period.

Appears in 1 contract

Samples: Asset Purchase Agreement (Horizon Health Corp /De/)

Preservation and Access to Records After the Closing. After the Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical and other records of the Hospital existing as of the Closing, and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital it they will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer acquiresthey acquire. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller Sellers and upon Buyer’s receipt of appropriate consents and authorizations, Buyer will afford to the representatives of Sellers, including their counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers at the Hospital). Upon reasonable notice, during normal business hours and at the sole cost and expense of Sellers, Buyer shall also make its officers and employees available to Sellers at reasonable times and places after the Closing. In addition, Sellers shall be entitled, at Sellers’ sole risk, to remove from the Hospital copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizations. Any patient record so removed from the Hospital shall be promptly returned to Buyer following its use by Sellers. Any access to the Hospital, its records or Buyer’s personnel granted to Sellers in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the Hospital.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rennova Health, Inc.)

Preservation and Access to Records After the Closing. (a) After the Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical and other records of the Hospital existing as of the Closing, and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term "records" includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital it will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer it acquires. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(D) of the Social Security Act (42 U.S.C. §1395(v)(1)(ISection1395(v)(l)(i)), and requirements of relevant insurance carrierscarriers of Buyer , all in a manner consistent with the maintenance of patient records generated at the Hospital after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller (in accordance with the reimbursement guidelines in Section 10.3) and upon Buyer’s 's receipt of appropriate consents and authorizations, Buyer will afford to the representatives of SellersSeller, including their its counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers Seller at the Hospital). Upon reasonable notice, during normal business hours and at the sole cost and expense of SellersSeller (in accordance with the reimbursement guidelines in Section 10.3), Buyer shall also make its officers and employees available to Sellers Seller at reasonable times and places after the Closing. In addition, Sellers Seller shall be entitled, at Sellers’ Seller's sole risk, to remove from the Hospital copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers Seller in connection with such litigation and only upon Buyer’s 's receipt of appropriate consents and authorizations. Any patient record so removed from the Hospital shall be promptly returned to Buyer following its use by SellersSeller. Any access to the Hospital, its records or Buyer’s 's personnel granted to Sellers Seller in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the Hospitaland shall be in accordance with applicable law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Province Healthcare Co)

Preservation and Access to Records After the Closing. After the ---------------------------------------------------- Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical records and other records of the Hospital existing as of the Closing, Closing and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital it will gain access to patient and other information which is subject to rules and regulations regarding concerning confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer it acquires. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I) of the Social Security Act (42 U.S.C. §1395(v)(1)(I)), (S) 1395x(v)(1)(I) and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital after the Closing. Upon In addition to Buyer's obligations under Section 4.4 above, upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon Buyer’s receipt of appropriate consents and authorizations, Buyer will afford to the representatives of SellersSeller, including their its counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing of (including, without limitation, access to patient records in respect of patients treated by Sellers at the Hospital). Upon reasonable notice, during normal business hours and at the sole cost and expense of SellersSeller), the patient medical records transferred to Buyer at the Closing. Upon reasonable notice and during normal business hours, Buyer shall also make its officers and employees available to Sellers Seller at reasonable times and places after the ClosingClosing for reasonable business purposes relating to such patient medical and other records. In addition, Sellers Seller shall be entitled, at Sellers’ Seller's sole riskexpense, to remove from the Hospital copies of any such patient medical records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified attested to in writing prior to removal by counsel retained by Sellers Seller in connection with such litigation and only upon Buyer’s receipt of appropriate consents and authorizationslitigation. Any patient record medical records so removed from the Hospital shall be promptly returned to Buyer following its their use by SellersSeller. Any access to the Hospital, its records or Buyer’s 's personnel granted to Sellers Seller in this Agreement shall be upon the condition that any such access not materially interfere with the normal business operations of Buyer or the HospitalBuyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ramsay Health Care Inc)

Preservation and Access to Records After the Closing. After ---------------------------------------------------- the Closing, Buyer shall, in the ordinary course of business and as required by law, keep and preserve in their original form all medical records and other records of the Hospital existing as of the Closing, Closing and which constitute a part of the Assets delivered to Buyer at the Closing. For purposes of this Agreement, the term “records” includes all documents, electronic data and other compilations of information in any form. Buyer acknowledges that as a result of entering into this Agreement and operating the Hospital it will gain access to patient and other information which is subject to rules and regulations regarding concerning confidentiality. Buyer agrees to abide by any such rules and regulations relating to the confidential information Buyer it acquires. Buyer agrees to maintain the patient records delivered to Buyer at the Closing at the Hospital after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(1)(I1861(v)(i)(l) of the Social Security Act (42 U.S.C. §1395(v)(1)(I(S)1395(v)(1)(l)), and requirements of relevant insurance carriers, all in a manner consistent with the maintenance of patient records generated at the Hospital after Closing. Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon Buyer’s 's receipt of appropriate consents and authorizations, Buyer will afford to the representatives of SellersSeller, including their its counsel and accountants, full and complete access to, and copies of, the records transferred to Buyer at the Closing (including, without limitation, access to patient records in respect of patients treated by Sellers Seller at the Hospital). Upon reasonable notice, during normal business hours and at the sole cost and expense of SellersSeller or SAFECARE, Buyer shall also make its officers and employees available to Sellers Seller or SAFECARE at reasonable times and places after the Closing. In addition, Sellers Seller shall be entitled, at Sellers’ Seller's sole risk, to remove from the Hospital copies of any such patient records, but only for purposes of pending litigation involving a patient to whom such records refer, as certified in writing prior to removal by counsel retained by Sellers Seller in connection with such litigation and only upon Buyer’s 's receipt of appropriate consents and authorizations. Any patient record so removed from the Hospital shall be promptly returned to Buyer following its use by SellersSeller. Any access to the Hospital, its records or Buyer’s 's personnel granted to Sellers Seller in this Agreement shall be upon the condition that any such access not materially interfere with the business operations of Buyer or the HospitalBuyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Health Management Associates Inc)

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