Preservation of Business Records. Buyer shall preserve and keep (or cause to be preserved and kept) the Business Records, and Seller shall preserve and keep (or cause to be preserved and kept) its books and records not included in the Purchased Assets, for a period of seven years after the date hereof, and Buyer and Seller shall each grant to the other reasonable access to such Business Records retained by them during such period. In the event Buyer or Seller wishes to destroy Business Records after that time, it shall first give written notice to the other party, and the other party shall have the right at its option, upon prior written notice given to the party providing the initial notice, to take possession of said Business Records as promptly as practicable, but in any event within 90 days after the date of its notice requesting the same.
Preservation of Business Records. Franchisee will preserve, in the English language and for the time periods set forth below, all accounting records and supporting documents relating to the Franchisee’s operation of the Coffee Bar, including:
11.4.1 Daily cash reports and cash register tapes or backup files;
11.4.2 Cash disbursement journal;
11.4.3 Monthly bank statements;
11.4.4 Supplier invoices (paid and unpaid); and
11.4.5 Such other records as BRCB may from time to time request.
Preservation of Business Records. The Seller agrees that it shall preserve and keep all records held by it relating to the X5 Manufacturing Facility for a period of [*] years from the creation date of such record and shall make such records and their respective personnel available as may be reasonable required in connection with, among other things, any employment claims, any insurance claims, legal proceedings, governmental investigations or audits, tax audits, or any other proceedings requiring compliance with their obligations under this Agreement. Production of X358 Clinical Product . Buyer acknowledges that Seller will conduct a manufacturing run, prior to Closing, for certain quantities of the X358 Product, as described in detail on Schedule 9.4. In the event that the manufacturing run is unsuccessful, as determined by Seller in its reasonable discretion, Seller may give notice to Buyer no later than three (3) Business Days prior to Closing. So long as doing so would not unreasonably interfere with Buyer’s business plans and operations, as reasonably determined by Buyer, then from and after the Closing, Buyer shall (i) schedule one (1) manufacturing run in the X5 Manufacturing Facility to manufacture replacement X358 Product, which manufacturing run shall be performed by Buyer and completed in a commercially reasonable time in accordance with a timeline to be agreed to in good faith between the parties taking into account Buyer’s other business priorities, (ii) use commercially reasonable efforts to manufacture the X358 Product as scheduled pursuant to clause (i) in accordance with applicable Law and industry [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. standards as in effect at the Closing, and (iii) thereafter deliver to Seller such replacement X358 Product as is generated by such production run. For the avoidance of doubt, Buyer shall have no liability to Seller in the event that such post-Closing production run is unsuccessful (whether in amount, quality, or otherwise). Upon delivery by Buyer to Seller of the replacement X358 Product, Seller shall pay to Buyer (i) the cost of the manufacturing run for X358 Product, and (ii) a fee to compensate Buyer for the exercised option, in an amount to be reasonably agreed by the parties prior to Buyer’s initiation of the production run. Cooperat...
Preservation of Business Records. The Seller, the Parent and the Buyer agree that each of them shall preserve and keep each record held by them relating to the Business for a period of seven (7) years from the creation date of such record and shall make such records and their respective personnel available to the others as may be reasonably required by any such party in connection with, among other things, any insurance claims by Proceedings or Tax audits against or governmental investigations of the Seller or Buyer or any of their Affiliates, or to assist the Seller or Buyer to comply with their respective legal obligations and their obligations under this Agreement and each other agreement, document or instrument contemplated hereby or thereby.
Preservation of Business Records. 16 5.5 Confidentiality................................................................................16 5.6
Preservation of Business Records. For a period of six (6) years from the Closing Date or such longer time as may be required by Law:
(a) Buyer shall not and shall cause its Affiliates not to dispose of or destroy any of the Business Records of the Company and its Subsidiaries relating to periods prior to the Closing without first offering to turn over possession thereof to Seller by written notice to Seller at least sixty (60) days prior to the proposed date of such disposition or destruction.
(b) Buyer shall and shall cause its Affiliates to allow Seller and its agents access to all Business Records on reasonable notice and at reasonable times at Buyer’s principal place of business or at any location where any Business Records are stored, and Seller shall have the right, at its own expense, to make copies of any Business Records; provided, that any such access or copying shall be had or done in such a manner so as not to unduly interfere with the normal conduct of Buyer’s business.
(c) Buyer shall and shall cause its Affiliates to make available to Seller upon reasonable notice to Buyer and at reasonable times and upon written request (i) Buyer’s personnel to assist Seller in locating and obtaining any Business Records, and (ii) any personnel of Buyer or the Company whose assistance or participation is reasonably required by Seller or any of its Affiliates in anticipation of, or preparation for, existing or future litigation or other matters in which Sellers or any of its Affiliates are involved. Seller shall reimburse Buyer for Buyer’s reasonable out-of-pocket expenses incurred in performing the covenants contained in this Section 6.7.
Preservation of Business Records. 19.1 The Purchaser takes over the existing business records, files, data carriers and data of EUROBIKE Aktiengesellschaft's affiliated companies, in particular the Sellers, (hereinafter referred to as the "Group") and shall assume, on the Sellers' behalf, the obligations to preserve business records for the Group (including the complete customer records of the transferred businesses) according to tax law and other statutory or mandatory law. The same applies to the existing business records, files, data carriers and data of EUROBIKE Aktiengesellschaft after the institution of insolvency proceedings over the assets of EUROBIKE Aktiengesellschaft. The Purchaser shall grant all persons who are entitled to carry out audits access to such records for the purpose of inspection during normal business hours. Further, the Sellers or any third parties instructed by them shall be entitled to inspect the business records specified in detail in this Purchase Contract during normal business hours in reasonable manner. The Purchaser shall provide the Sellers with the access required for this purpose. Preservation and documentation as well as the destruction at a later date shall be free of charge for the Seller.
19.2 The Purchaser's obligation to preserve business records of the Group and EUROBIKE Aktiengesellschaft shall only extend to the documents existing at the Payment Date. The Purchaser does not give a guarantee for the correctness and completeness of such documents.
Preservation of Business Records. 12 5.5 Confidentiality................................................................................13 5.6 Covenant Not to Compete........................................................................13 5.7 Corporate Name.................................................................................14 5.8
Preservation of Business Records. For a period of six (6) years from the Closing Date or such longer time as may be required by Law:
(a) Surviving LLC shall not and shall cause its Affiliates not to dispose of or destroy any of the Business Records of the Company and its Subsidiaries relating to periods prior to the Closing without first offering to turn over possession thereof to Seller by written notice to Seller at least thirty (30) days prior to the proposed date of such disposition or destruction.
(b) Surviving LLC shall and shall cause its Affiliates to allow Seller and its agents access to all Business Records of the Company and its Subsidiaries relating to periods prior to the Closing on reasonable notice and at reasonable times at Merger Sub’s principal place of business or at any location where any such Business Records are stored, and Seller shall have the right, at its own expense, to make copies of any such Business Records, in each case solely to the extent as is necessary for financial reporting and accounting matters, the preparation and filing of any Tax Return, the defense of any Tax claim or in connection with any regulatory disclosure obligation; provided, that any such access or copying shall be had or done in such a manner so as not to unduly interfere with the normal conduct of Surviving LLC’s business. Seller shall reimburse Surviving LLC for Surviving LLC’s reasonable out-of-pocket expenses incurred in performing the covenants contained in this Section 6.5.
Preservation of Business Records. For a period of six (6) years from the Closing Date, or such additional time as may be required by any Law, Contract or Government Contract:
(a) Neither Party may dispose of or destroy any of the Business Records relating to periods prior to the Closing without first offering to turn over possession thereof to the other Party by written notice to the other Party at least sixty (60) days prior to the proposed date of such disposition or destruction.
(b) Each Party shall allow the other Party and its agents access to all Business Records on reasonable notice and at reasonable times at such Party's principal place of business or at any location where any Business Records are stored, and the other Party shall have the right, at its own expense, to make copies of any Business Records; provided, however, that any such access or copying shall be had or done in such a manner so as not to unduly interfere with the normal conduct of any Party's business.
(c) Each Party shall make available to the other Party upon reasonable notice to the other Party and at reasonable times and upon written request (i) such Party's personnel to assist the other Party in locating and obtaining any Business Records, and (ii) any of such Party's personnel whose assistance or participation is reasonably required by the other Party or any of its Affiliates in anticipation of, or preparation for, existing or future litigation or other matters in which the other Party or any of its Affiliates are involved. Each Party shall reimburse any other Party for such Party's reasonable out-of-pocket expenses incurred, and the compensation to be paid to such Party's personnel in performing, the covenants contained in this Section 5.4.
