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

Preservation and Access to Records After the Closing. (a) From the Closing Date until seven (7) years after the Closing Date or such longer period as required by law (the “Document Retention Period”), Purchaser shall (and shall cause TRH to) keep and preserve in the ordinary course of business all medical records, patient records, medical staff records and other books and records which are among the Assets as of the Effective Time or which are in the possession of TRH as of the Effective Time, but excluding any records which are among the Excluded Assets. Purchaser will (and will cause TRH to) afford to the representatives of Seller, including its counsel and accountants, full and complete access to, and copies (including, without limitation, color laser copies) of, such records with respect to time periods prior to the Effective Time (including, without limitation, access to records of patients treated at the Hospitals prior to the Effective Time) on reasonable prior notice during normal business hours after the Effective Time, to the extent reasonably needed by Seller or Seller’s affiliates for business purposes. Purchaser acknowledges that, as a result of entering into this Agreement and operating the Hospitals, it will gain access to patient records and other information which are subject to rules and regulations concerning confidentiality. Purchaser shall (and shall cause TRH to) abide by any such rules and regulations relating to the confidential information it acquires. Purchaser shall (and shall cause TRH to) maintain the patient and medical staff records at the Hospitals in accordance with applicable law and the requirements of relevant insurance carriers. After the expiration of the Document Retention Period, if Purchaser or TRH intends to destroy or otherwise dispose of any of the documents described in this Section 9.2(a), Purchaser shall provide written notice to Seller of Purchaser’s or TRH’s intention no later than forty-five (45) calendar days prior to the date of such intended destruction or disposal. Seller shall have the right, at its sole cost, to take possession of such documents during such forty-five (45) calendar day period. If Seller does not take possession of such documents during such forty-five (45) calendar day period, Purchaser or TRH shall be free to destroy or otherwise dispose of such documentation upon the expiration of such forty-five (45) calendar day period.

Preservation and Access to Records After the Closing. (a) From After the Closing Date until seven (7) years after the Closing Date or such longer period as required by law (the “Document Retention Period”)Closing, Purchaser shall (and shall cause TRH to) keep and preserve Buyer shall, in the ordinary course of business and for no less than the period required by law, keep and preserve in their original form all medical records, patient records, medical staff records and other books and records which are among of the Assets Facilities existing as of the Effective Time or Closing, and which are in the possession of TRH as constitute a part of the Effective TimePurchased Assets delivered to the Buyer Entities at the Closing. For purposes of this Agreement, but excluding 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 Facilities it and Buyer Entities will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Buyer agrees to abide by, and to cause Buyer Entities to abide by, any such rules and regulations relating to the confidential information it or they acquire. Buyer further agrees to maintain, and to cause Buyer Entities to maintain, the patient records which delivered to Buyer Entities at the Closing at the Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(i)(I) of the Social Security Act (42 U.S.C. Section 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 records generated at the Facilities after Closing to the extent such maintenance rules are among the Excluded Assetsconsistent with applicable laws. Purchaser No later than ten (10) days after Buyer's receipt of written notice from Seller or Seller Entity Organization and appropriate consents and authorizations, Buyer will (and will cause TRH to) afford afford, during normal business hours, to the representatives of Seller, including its counsel and accountants, full and complete access to, and copies (including, without limitation, color laser copies) of, such the records with respect transferred to time periods prior to Buyer and Buyer Entities at the Effective Time Closing (including, without limitation, access to patient records in respect of patients treated by Seller Entities at the Hospitals Facilities). No later than ten (10) days after Buyer's receipt of written notice, Buyer shall also make available to Seller and Seller Entity Organizations at their sole cost and expense, the officers and employees of Buyer Entities at reasonable times and places after the Closing. In addition, Seller and Seller Entities shall be entitled, at their sole risk, to remove from the Facilities copies of any such patient records, but only for legitimate business purposes, including a governmental investigation or pending litigation involving a patient to whom such records refer, as certified in writing prior to the Effective Time) on reasonable prior notice during normal business hours after the Effective Time, to the extent reasonably needed removal by counsel retained by Seller or Seller’s affiliates for Seller Entities in connection with such business purposespurpose and, if required by law, also upon Buyer's receipt of appropriate consents and authorizations. Purchaser acknowledges thatSeller or Seller Entities shall promptly following their use return to Buyer or Buyer Entity any patient records they may remove from the Facilities. Any access to the Facilities, as a result of entering into their records or the Buyer Entities' personnel granted to Seller in this Agreement and operating shall be upon the Hospitals, it will gain access to patient records and other information which are subject to rules and regulations concerning confidentiality. Purchaser shall (and shall cause TRH to) abide by condition that any such rules and regulations relating to access not materially interfere with the confidential information it acquires. Purchaser shall (and shall cause TRH to) maintain the patient and medical staff records at the Hospitals in accordance with applicable law and the requirements business operations of relevant insurance carriers. After the expiration of the Document Retention Period, if Purchaser or TRH intends to destroy or otherwise dispose of any of the documents described in this Section 9.2(a), Purchaser shall provide written notice to Seller of Purchaser’s or TRH’s intention no later than forty-five (45) calendar days prior to the date of such intended destruction or disposal. Seller shall have the right, at its sole cost, to take possession of such documents during such forty-five (45) calendar day period. If Seller does not take possession of such documents during such forty-five (45) calendar day period, Purchaser or TRH shall be free to destroy or otherwise dispose of such documentation upon the expiration of such forty-five (45) calendar day periodBuyer Entities.

Preservation and Access to Records After the Closing. (a) From the Closing Date until seven (7) years after the Closing Date or such longer period as required by law (the “Document Retention Period”), Purchaser OpCo Buyer shall (and shall cause TRH to) keep and preserve in the ordinary course of business all medical records (including, without limitation, electronic medical records), patient records, medical staff records and other books and records which are among the Assets as of the Effective Time or which are in the possession of TRH as of the Effective TimeClosing Date, but excluding any records which are among the Excluded Assets. Purchaser OpCo Buyer will (and will cause TRH to) afford to the representatives of SellerSellers, Sellers’ estate representative or any liquidating trustee of Sellers’ bankruptcy estate (the “Seller Parties”), including its their counsel and accountants, full and complete access to, and copies (including, without limitation, color laser copies) of, such records with respect to time periods prior to the Effective Time (including, without limitation, access to records of patients treated at the Hospitals Hospital or by the Practices prior to the Effective Time) on reasonable prior notice during normal business hours after the Effective TimeClosing Date, to the extent reasonably needed by any Seller Party for any lawful purpose, including in connection with the Bankruptcy Cases or Seller’s affiliates for business purposesotherwise. Purchaser OpCo Buyer acknowledges that, as a result of entering into this Agreement and operating the HospitalsHospital and the Practices, it will gain access to patient records and other information which are subject to rules and regulations concerning confidentiality. Purchaser OpCo Buyer shall (and shall cause TRH to) abide by any such rules and regulations relating to the confidential information it acquires. Purchaser OpCo Buyer shall (and shall cause TRH to) maintain the patient and medical staff records at the Hospitals Hospital or the Practices in accordance with applicable law and the requirements of relevant insurance carriers. After the expiration of the Document Retention Period, if Purchaser or TRH OpCo Buyer intends to destroy or otherwise dispose of any of the documents described in this Section 9.2(a10.1(a), Purchaser OpCo Buyer shall provide written notice to Seller Sellers’ counsel as of Purchaser’s or TRHthe Signing Date of OpCo Buyer’s intention no later than forty-five (45) calendar days prior to the date of such intended destruction or disposal. Any of Seller Parties shall have the right, at its sole cost, to take possession of such documents during such forty-five (45) calendar day period. If any of Seller Parties does not take possession of such documents during such forty-five (45) calendar day period, Purchaser or TRH OpCo Buyer shall be free to destroy or otherwise dispose of such documentation upon the expiration of such forty-five (45) calendar day period.

Preservation and Access to Records After the Closing. (a) From After the Closing Date until seven (7) years after the Closing Date or such longer period as required by law (the “Document Retention Period”)Closing, Purchaser shall (and Buyer shall cause TRH the Buyer Entities to) keep and preserve , in the ordinary course of business and as required by law, keep and preserve in their original form all medical records, patient records, medical staff records and other books and records which are among of the Assets Facilities existing as of the Effective Time or Closing, and which are in the possession of TRH as constitute a part of the Effective TimeAssets delivered to the Buyer Entities at the Closing. For purposes of this Agreement, but excluding the term “records” includes all documents, electronic data and other compilations of information in any form. Xxxxx acknowledges that as a result of entering into this Agreement and operating the Facilities the Buyer Entities will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Xxxxx agrees to cause the Buyer Entities to abide by any such rules and regulations relating to the confidential information the Buyer Entities acquire. Buyer agrees to cause the Buyer Entities to maintain the patient and personnel records which are among delivered to the Excluded AssetsBuyer Entities at the Closing at the Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(i)(I) of the Social Security Act (42 U.S.C. § 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 Facilities after the Closing. Purchaser Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon the applicable Buyer Entity’s receipt of any legally required consents and authorizations, such Buyer Entity will (and will cause TRH to) afford to the representatives of Seller, including its counsel and accountants, full and complete access to, and copies (including, without limitation, color laser copies) of, such the patient records with respect to time periods prior transferred to the Effective Time Buyer Entities at the Closing (including, without limitation, access to patient records in respect of patients treated by the Seller Entities at the Hospitals prior to the Effective Time) on Facilities). Upon reasonable prior notice notice, during normal business hours and at the sole cost and expense of Seller, the Buyer Entities shall also make their officers and employees available to Seller at reasonable times and places after the Effective Time, Closing. Any access to the extent reasonably needed by Facilities, their records or the applicable Buyer Entity’s personnel granted to Seller or Seller’s affiliates for business purposes. Purchaser acknowledges that, as a result of entering into in this Agreement and operating shall be upon the Hospitals, it will gain access to patient records and other information which are subject to rules and regulations concerning confidentiality. Purchaser shall (and shall cause TRH to) abide by condition that any such rules and regulations relating to the confidential information it acquires. Purchaser shall (and shall cause TRH to) maintain the patient and medical staff records at the Hospitals in accordance access be consistent with applicable law and not materially interfere with the requirements of relevant insurance carriers. After the expiration of the Document Retention Period, if Purchaser or TRH intends to destroy or otherwise dispose business operations of any of the documents described in this Section 9.2(a), Purchaser shall provide written notice to Seller of Purchaser’s or TRH’s intention no later than forty-five (45) calendar days prior to the date of such intended destruction or disposal. Seller shall have the right, at its sole cost, to take possession of such documents during such forty-five (45) calendar day period. If Seller does not take possession of such documents during such forty-five (45) calendar day period, Purchaser or TRH shall be free to destroy or otherwise dispose of such documentation upon the expiration of such forty-five (45) calendar day periodBuyer Entity.

Preservation and Access to Records After the Closing. (a) From After the Closing Date until seven (7) years after the Closing Date or such longer period as required by law (the “Document Retention Period”)Closing, Purchaser shall (and Buyer shall cause TRH the Buyer Entities to) keep and preserve , in the ordinary course of business and as required by law, keep and preserve in their original form all medical records, patient records, medical staff records and other books and records which are among of the Assets Facilities existing as of the Effective Time or Closing, and which are in the possession of TRH as constitute a part of the Effective TimeAssets delivered to the Buyer Entities at the Closing. For purposes of this Agreement, but excluding the term “records” includes all documents, electronic data and other compilations of information in any form. Xxxxx acknowledges that as a result of entering into this Agreement and operating the Facilities the Buyer Entities will gain access to patient and other information which is subject to rules and regulations regarding confidentiality. Xxxxx agrees to cause the Buyer Entities to abide by any such rules and regulations relating to the confidential information the Buyer Entities acquire. Buyer agrees to cause the Buyer Entities to maintain the patient and personnel records which are among delivered to the Excluded AssetsBuyer Entities at the Closing at the Facilities after Closing in accordance with applicable law (including, if applicable, Section 1861(v)(i)(I) of the Social Security Act (42 U.S.C. § 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 Facilities after the Closing. Purchaser Upon reasonable notice, during normal business hours, at the sole cost and expense of Seller and upon the applicable Buyer Entity's receipt of any legally required consents and authorizations, such Buyer Entity will (and will cause TRH to) afford to the representatives of Seller, including its counsel and accountants, full and complete access to, and copies (including, without limitation, color laser copies) of, such the patient records with respect to time periods prior transferred to the Effective Time Buyer Entities at the Closing (including, without limitation, access to patient records in respect of patients treated by the Seller Entities at the Hospitals prior to the Effective Time) on Facilities). Upon reasonable prior notice notice, during normal business hours and at the sole cost and expense of Seller, the Buyer Entities shall also make their officers and employees available to Seller at reasonable times and places after the Effective Time, Closing. Any access to the extent reasonably needed by Facilities, their records or the applicable Buyer Entity's personnel granted to Seller or Seller’s affiliates for business purposes. Purchaser acknowledges that, as a result of entering into in this Agreement and operating shall be upon the Hospitals, it will gain access to patient records and other information which are subject to rules and regulations concerning confidentiality. Purchaser shall (and shall cause TRH to) abide by condition that any such rules and regulations relating to the confidential information it acquires. Purchaser shall (and shall cause TRH to) maintain the patient and medical staff records at the Hospitals in accordance access be consistent with applicable law and not materially interfere with the requirements of relevant insurance carriers. After the expiration of the Document Retention Period, if Purchaser or TRH intends to destroy or otherwise dispose business operations of any of the documents described in this Section 9.2(a), Purchaser shall provide written notice to Seller of Purchaser’s or TRH’s intention no later than forty-five (45) calendar days prior to the date of such intended destruction or disposal. Seller shall have the right, at its sole cost, to take possession of such documents during such forty-five (45) calendar day period. If Seller does not take possession of such documents during such forty-five (45) calendar day period, Purchaser or TRH shall be free to destroy or otherwise dispose of such documentation upon the expiration of such forty-five (45) calendar day periodBuyer Entity.