Common use of Reasonable Access to Records and Certain Personnel Clause in Contracts

Reasonable Access to Records and Certain Personnel. So long as the Bankruptcy Cases are pending and thereafter until Sellers have resolved all outstanding claims brought under the Bankruptcy Cases, (a) Buyer shall permit Sellers' counsel and other professionals employed by Sellers in the Bankruptcy Cases reasonable access to the financial and other books and records in Buyer's possession relating to the Business (whether in documentary or data form) solely for the purpose of the continuing administration of the Bankruptcy Cases (including, without limitation, the pursuit of any avoidance, preference or similar action), which access shall include (i) the right of such professionals to copy, at Sellers' expense, such documents and records as they may request in furtherance of the purposes described above and (ii) Buyer's copying and delivering to Sellers or their professionals such documents or records as they may request, but only to the extent Sellers or their professionals furnish Buyer with reasonably detailed written descriptions of the materials to be so copied and Sellers reimburse Buyer for the reasonable costs and expenses thereof and (b) Buyer shall provide Sellers and such professionals (at no cost to Sellers) with reasonable access to the senior management of Buyer and its Affiliates responsible for the Business during regular business hours to assist Sellers in the continuing administration of the Bankruptcy Cases, provided that such access does not unreasonably interfere with Buyer's business operations. Any such access described in the foregoing sentence shall be afforded by Buyer upon receipt of reasonable advance notice and during regular business hours.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Rouge Industries Inc), Asset Purchase Agreement (Rouge Industries Inc), Asset Purchase Agreement (Rouge Industries Inc)

AutoNDA by SimpleDocs

Reasonable Access to Records and Certain Personnel. So long as the Bankruptcy Cases are pending and thereafter until Sellers have resolved all outstanding claims brought under the Bankruptcy Cases, (a) Buyer shall permit Sellers' counsel and other professionals employed by Sellers in the Bankruptcy Cases reasonable access to the financial and other books and records in Buyer's possession relating to the Acquired Assets or the Business (whether in documentary or data form) solely for the purpose of the continuing administration of the Bankruptcy Cases (including, without limitation, the pursuit of any avoidance, preference or similar action), which access shall include (i) the right of such professionals to copy, at Sellers' expense, such documents and records as they may request in furtherance of the purposes described above and (ii) Buyer's copying and delivering to Sellers or their professionals such documents or records as they may request, but only to the extent Sellers or their professionals furnish Buyer with reasonably detailed written descriptions of the materials to be so copied and Sellers reimburse Buyer for the reasonable costs and expenses thereof and (b) Buyer shall provide Sellers and such professionals (at no cost to Sellers) with reasonable access to the senior management of Buyer and its Affiliates responsible for the Acquired Assets and the Business during regular business hours to assist Sellers in the continuing administration of the Bankruptcy Cases, provided that such access does not unreasonably interfere with Buyer's business operations. Any such access described in the foregoing sentence shall be afforded by Buyer upon receipt of reasonable advance notice and during regular business hours.

Appears in 2 contracts

Samples: Purchase Agreement (Dresser Inc), Purchase Agreement (Tokheim Corp)

Reasonable Access to Records and Certain Personnel. So long as the Bankruptcy Cases are pending and thereafter until Sellers have resolved all outstanding claims brought under the Bankruptcy CasesCase is pending, (ai) the Buyer shall permit Sellers' Seller's counsel and other professionals employed by Sellers in the Bankruptcy Cases Case reasonable access to the financial and other books and records in Buyer's possession relating to the Business Assets or the Acquired Stores (whether in documentary or data form) solely for the purpose of the continuing administration of the Bankruptcy Cases Case (including, without limitation, the pursuit of any avoidance, preference or similar action), which access shall include (iA) the right of such professionals to copy, at Sellers' the Seller's expense, such documents and records as they may reasonably request in furtherance of the purposes described above above, and (iiB) Buyer's copying and delivering to Sellers Seller or their its professionals such documents or records as they may reasonably request, but only to the extent Sellers Seller or their its professionals furnish furnishes Buyer with reasonably detailed written descriptions of the materials to be so copied and Sellers reimburse Seller reimburses the Buyer for the reasonable costs and expenses thereof thereof), and (bii) Buyer shall provide Sellers the Seller and such professionals (at no cost to Sellersthe Seller) with reasonable access to the senior management of Buyer and its Affiliates responsible for the Business during regular business hours to those former employees of Seller whom Seller reasonably determines are necessary to assist Sellers the Seller in the continuing administration of the Bankruptcy CasesCase, provided that such access does not unreasonably interfere with the Buyer's business operations. Any such access described in the foregoing sentence shall be afforded by Buyer upon receipt of reasonable advance notice and during regular business hours.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dairy Mart Convenience Stores Inc)

Reasonable Access to Records and Certain Personnel. So As long as the Bankruptcy Cases are pending and thereafter until Sellers have resolved all outstanding claims brought under the Bankruptcy CasesCase is pending, (ai) Buyer Purchaser shall permit Sellers' Seller's counsel and other professionals employed by Sellers in the Bankruptcy Cases Case reasonable access to the financial Books and other books and records in Buyer's possession relating to the Business Records (whether in documentary or data form) solely for the purpose of the continuing administration of the Bankruptcy Cases Case (including, without limitation, the pursuit of any avoidance, preference or similar action), which access shall include (ia) the right of such professionals to copy, at Sellers' Seller's expense, such documents and records as they may request in furtherance of the purposes described above above, and (iib) BuyerPurchaser's copying and delivering to Sellers Seller or their its professionals such documents or records as they may request, but only to the extent Sellers Seller or their its professionals furnish Buyer furnishes Purchaser with reasonably detailed written descriptions of the materials to be so copied and Sellers reimburse Buyer Seller reimburses Purchaser for the reasonable costs and expenses thereof thereof, and (bii) Buyer Purchaser shall provide Sellers Seller and such professionals (at no cost to SellersSeller) with reasonable access to the senior management of Buyer and its Affiliates responsible for the Business during regular business hours to various personnel to whom Seller may need continued access post-Closing to assist Sellers Seller in the continuing administration of the Bankruptcy CasesCase, provided that such access does not unreasonably interfere with BuyerPurchaser's normal business operations. Any such . 4.3.1 Seller shall until 90 days after Closing give to Purchaser and to its accountants, counsel and other representatives reasonable access described in during normal business hours to the foregoing sentence properties, books, records, officers, directors and employees of Seller and shall be afforded by Buyer furnish promptly to Purchaser, upon receipt written request, (a) a copy of reasonable advance notice each report, notice, return or other document filed or received by, or on behalf of, Seller relating to the Assets or the Location and, (b) all other information pertaining to the Location, the Assets, and during regular business hoursoperations and personnel of Seller related thereto as Purchaser may reasonably request.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Bradco Supply Corp)

AutoNDA by SimpleDocs

Reasonable Access to Records and Certain Personnel. So long as the Bankruptcy Cases are pending and thereafter until Sellers have resolved all outstanding claims brought under the Bankruptcy Cases, Case is pending: (a) Buyer shall permit Sellers' counsel and other professionals employed by Sellers in the Bankruptcy Cases Case reasonable access to the financial and other books and records in Buyer's possession relating to the Acquired Assets or the Business (whether in documentary or data form) solely for the purpose of the continuing administration of the Bankruptcy Cases Case (including, without limitation, the pursuit of any avoidance, preference or similar action), which access shall include (i) the right of such professionals to copy, at Sellers' expense, such documents and records as they may request in furtherance of the purposes described above above, and (ii) Buyer's copying and delivering to Sellers Seller or their its professionals such documents or records as they may request, but only to the extent Sellers Seller or their its professionals furnish furnishes Buyer with reasonably detailed written descriptions of the materials to be so copied and Sellers reimburse Seller reimburses Buyer for the reasonable costs and expenses thereof and thereof); and (b) Buyer shall provide Sellers Seller and such professionals (at no cost to SellersSeller) with reasonable access to Ron Artzer, Rob Hanlon, Dana Case and those former Seller employees xxx xxx Xraxxxxxxxx Xmpxxxxes at the senior management time of any such request who have access to the financial and other records of Seller which are acquired by Buyer and its Affiliates responsible for the Business hereunder during regular business hours to assist Sellers Seller in the continuing administration of the Bankruptcy CasesCase, provided that such access does not unreasonably interfere with Buyer's business operations. Any such access described in the foregoing sentence shall be afforded by Buyer upon receipt of reasonable advance notice and during regular business hours.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pliant Corp)

Reasonable Access to Records and Certain Personnel. So After the Closing, so long as the Bankruptcy Cases are pending and thereafter until Sellers have resolved all outstanding claims brought under the Bankruptcy CasesCase is pending, (ai) Buyer shall permit Sellers' Seller and Seller’s counsel and other professionals employed by Sellers in the Bankruptcy Cases Case reasonable access to the financial and other books and records in Buyer's possession relating to the Assets or the Business of Seller (whether in documentary or data form) solely for the purpose of the continuing administration of the Bankruptcy Cases (including, without limitation, the pursuit of any avoidance, preference or similar action)Case, which access shall include (iA) the right of such professionals to copy, at Sellers' Seller’s expense, such documents and records as they may request in furtherance of the purposes described above and (iiB) Buyer's ’s copying and delivering to Sellers Seller or their its professionals such documents or records as they may request, but only to the extent Sellers Seller or their its professionals furnish furnishes Buyer with reasonably detailed written descriptions of the materials to be so copied and Sellers reimburse Seller reimburses Buyer for the reasonable costs and expenses thereof thereof), and (bii) so long as such access does not unreasonably interfere with Buyer’s business operations, Buyer shall provide Sellers Seller and such professionals (at no cost to SellersSeller other than out-of-pocket expenses) with reasonable access to all the senior management books and records of Seller delivered to Buyer and its Affiliates responsible for the Business during regular business hours to assist Sellers Seller in the continuing administration of the Bankruptcy Cases, provided that Case. Seller may assign its rights to such access does not unreasonably interfere with Buyer's business operations. Any such access described in to the foregoing sentence shall be afforded by Buyer upon receipt of reasonable advance notice and during regular business hoursLiquidating Joint Debtors.

Appears in 1 contract

Samples: Asset Purchase Agreement (Park Pharmacy Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!