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

Reasonable Access to Records and Certain Personnel. In order to facilitate Sellers’ efforts to administer and close the Bankruptcy Case (including, without limitation, the preparation of filings in the Bankruptcy Case and state, local and federal tax returns and other filings), for a period of five (5) years following the Closing, (i) the Buyer shall permit Sellers’ counsel and other professionals and counsel for any successors to Sellers and their respective professionals (collectively, “Permitted Access Parties”) reasonable access to the financial and other books and records which comprised part of the Property acquired, which access shall include (xx) the right of such Permitted Access Parties to copy, at such Permitted Access Parties’ expense, such documents and records as they may request in furtherance of the purposes described above, and (yy) Buyer’s copying and delivering to the relevant Permitted Access Parties such documents or records as they may request, but only to the extent such Permitted Access Parties furnish Buyer with reasonably detailed written descriptions of the materials to be so copied and the applicable Permitted Access Party reimburses the Buyer for the reasonable costs and expenses thereof, and (ii) Buyer shall provide the Permitted Access Parties (at no cost to the Permitted Access Parties) with reasonable access to finance, management and administrative personnel during regular business hours to assist Sellers and the other Permitted Access Parties in their post-Closing activities (including, without limitation, preparation of tax returns), provided that such access does not unreasonably interfere with the Buyer’s business operations.

Reasonable Access to Records and Certain Personnel. In order to facilitate Sellers’ efforts to administer and close For a period of six (6) months following the Closing (or until the closing of the Bankruptcy Case, if the Bankruptcy Case (including, without limitation, the preparation of filings in the Bankruptcy Case and state, local and federal tax returns and other filings), for a period of five (5) years following the Closing, is closed sooner): (i) the Buyer Purchaser shall permit Sellers’ Seller’s counsel and other professionals and counsel for any successors successor to Sellers Seller and their its respective professionals (collectively, “Permitted Access Parties”) reasonable access to the financial and other books and records which comprised part of relating to the Property acquiredPurchased Assets or the Business, which access shall include (xx) the right of such Permitted Access Parties to copy, at such Permitted Access Parties’ expense, such documents and records as they may request in furtherance of the purposes described aboverequest, and (yy) BuyerPurchaser’s copying and delivering to the relevant Permitted Access Parties such documents or records as they may request, but only to the extent such Permitted Access Parties furnish Buyer Purchaser with reasonably detailed written descriptions of the materials to be so copied and the applicable Permitted Access Party reimburses the Buyer Purchaser for the reasonable costs and expenses thereof, and (ii) Buyer Purchaser shall provide the Permitted Access Parties (at no cost to the Permitted Access Parties) with reasonable access to finance, management and administrative personnel during regular business hours to assist Sellers Seller and the other Permitted Access Parties in their post-Closing activities (including, without limitation, preparation of tax returns), provided that such access does not unreasonably materially interfere with the BuyerPurchaser’s business operationsoperations and does not require access to Purchaser documents which are covered by a duty of confidentiality or impact protection of such documents under attorney-client privilege.

Reasonable Access to Records and Certain Personnel. In order to facilitate Sellers’ efforts to administer and close the Bankruptcy Case (including, without limitation, the preparation of filings in the Bankruptcy Case and state, local and federal tax returns and other filings), for For a period of five one (51) years year following the Closing, (i) the Buyer Purchaser shall permit Sellers’ counsel and other professionals and counsel for any successors successor to Sellers and their respective professionals (collectively, “Permitted Access Parties”) reasonable access to the financial and other books and records which comprised part of relating to the Property acquiredPurchased Assets or the Business, which access shall include (xxx) the right of such Permitted Access Parties to copy, at such Permitted Access Parties’ expense, such documents and records as they may request in furtherance of the purposes described above, and (yyy) BuyerPurchaser’s copying and delivering to the relevant Permitted Access Parties such documents or records as they may request, but only to the extent such Permitted Access Parties furnish Buyer Purchaser with reasonably detailed written descriptions of the materials to be so copied and the applicable Permitted Access Party reimburses the Buyer Purchaser for the reasonable costs and expenses thereof, and (ii) Buyer Purchaser shall provide the Permitted Access Parties (at no cost to the Permitted Access Parties) with reasonable access to finance, management and administrative personnel during regular business hours to assist Sellers Seller and the other Permitted Access Parties in their post-Closing activities (including, without limitation, preparation of tax returns), provided that such access does not unreasonably interfere with the BuyerPurchaser’s business operations.

Reasonable Access to Records and Certain Personnel. In order to facilitate Sellers’ efforts to (i) administer and close the Bankruptcy Case Cases, and (including, without limitationii) prepare tax returns (together, the preparation of filings in the Bankruptcy Case and state, local and federal tax returns and other filings“Post-Close Filings”), for a period of five two (52) years following the Closing, (i) the Buyer shall permit Sellers’ counsel and other professionals and counsel for any successors to Sellers and their respective professionals accountants (collectively, “Permitted Access Parties”) during regular business hours, with reasonable notice, and subject to reasonable rules and regulations, reasonable access to the financial and other books and records which comprised part of the Property acquiredPurchased Assets that are required to complete the Post-Close Filings, which access shall include (xxx) the right of such Permitted Access Parties to copy, at such Permitted Access Parties’ expense, such required documents and records as they may request in furtherance of the purposes described above, and (yyy) Buyer’s copying and delivering to the relevant Permitted Access Parties such documents or records as they may requestrequire, but only to the extent such Permitted Access Parties furnish Buyer with reasonably detailed written descriptions of the materials to be so copied copies and the applicable Permitted Access Party reimburses the Buyer for the reasonable costs and expenses thereof; provided, and (ii) Buyer however, that the foregoing rights of access shall provide the Permitted Access Parties (at no cost not be exercisable in such a manner as to the Permitted Access Parties) with reasonable access to finance, management and administrative personnel during regular business hours to assist Sellers and the other Permitted Access Parties in their post-Closing activities (including, without limitation, preparation of tax returns), provided that such access does not unreasonably interfere with the normal operations of Buyer’s business operationsbusiness. Notwithstanding anything contained in this Section 7.7 to the contrary, in no event shall Sellers have access to any information that, based on advice of Buyer’s counsel, could (1) reasonably be expected to create liability under applicable law, or waive any legal privilege, (2) result in the discharge of any Trade Secrets of Buyer, its affiliates or any third parties or (3) violate any obligation of Buyer with respect to confidentiality.

Reasonable Access to Records and Certain Personnel. In order to facilitate SellersSeller’ efforts to (i) administer and close the Bankruptcy Case Cases, (including, without limitationii) prepare tax returns (together, the preparation of filings in “Post-Close Filings”), and (iii) allow Parent to file reports with the Bankruptcy Case Securities and state, local and federal tax returns and other filings)Exchange Commission, for a period of five two (52) years following the Closing, (i) the Buyer shall permit Sellers’ Seller and Seller’s counsel and other professionals and counsel for any successors to Sellers and their respective professionals accountants (collectively, “Permitted Access Parties”) during regular business hours, with reasonable notice, and subject to reasonable rules and regulations, reasonable access to the financial and other books and records which comprised part of the Property acquiredPurchased Assets that are required to complete the Post-Close Filings, which access shall include (xxx) the right of such Permitted Access Parties to copy, at such Permitted Access Parties’ expense, such required documents and records as they may request in furtherance of the purposes described above, and (yyy) Buyer’s copying and delivering to the relevant Permitted Access Parties such documents or records as they may requestrequire, but only to the extent such Permitted Access Parties furnish Buyer with reasonably detailed written descriptions of the materials to be so copied copies and the applicable Permitted Access Party reimburses the Buyer for the reasonable costs and expenses thereof; provided, and (ii) Buyer however, that the foregoing rights of access shall provide the Permitted Access Parties (at no cost not be exercisable in such a manner as to the Permitted Access Parties) with reasonable access to finance, management and administrative personnel during regular business hours to assist Sellers and the other Permitted Access Parties in their post-Closing activities (including, without limitation, preparation of tax returns), provided that such access does not unreasonably interfere with the normal operations of Buyer’s business operationsbusiness. Notwithstanding anything contained in this Section 7.4 to the contrary, in no event shall Seller have access to any information that, based on advice of Buyer’s counsel, could (1) reasonably be expected to create liability under applicable law, or waive any legal privilege, (2) result in the discharge of any Trade Secrets of Buyer, its affiliates or any third parties or (3) violate any obligation of Buyer with respect to confidentiality.