Common use of Record Preservation by Buyer Clause in Contracts

Record Preservation by Buyer. Buyer shall preserve and keep all books and records (other than Tax Records which are addressed in Section 11.5) relating to the business or operations of the Tejas Companies on or before the Closing Date in Buyer's possession for a period of at least seven (7) years from the Closing Date. After such seven (7) year period, before Buyer shall dispose any of such books and records, Buyer shall give Seller at least ninety (90) calendar days' prior notice to such effect, and Seller shall be given an opportunity, at its cost and expense, to remove and retain all or any part of such books and records as Seller may select. Notwithstanding the foregoing, Buyer agrees that it shall preserve and keep all books and records of the Tejas Companies relating to any investigation instituted by a Governmental Entity or any litigation (whether or not existing on the Closing Date) if any possibility exists that such investigation or litigation may relate to matters occurring prior to the Closing, without regard to the seven (7) year period set forth in this Section 7.1(d).

Record Preservation by Buyer. The Buyer agrees that Buyer shall preserve and keep all books and records (other than Tax Records which are addressed in Section 11.5) relating to the business or operations of any of the Tejas Companies Company and the Subsidiaries on or before the Closing Date in Buyer's possession for a period of at least seven (7) 10 years from the Closing Date. After such seven (7) 10-year period, before Buyer shall dispose of any of such books and records, Buyer shall give Seller at least ninety (90) 90 calendar days' prior notice Notice to such effecteffect shall be given by Buyer to Seller, and Seller shall be given an opportunity, at its cost and expense, to remove and retain all or any part of such books and records as Seller may select. Notwithstanding the foregoing, Buyer agrees that it shall preserve and keep all books and records of the Tejas Companies Company and the Subsidiaries relating to any investigation instituted by a Governmental Entity or any litigation (whether or not existing on the Closing Date) if any possibility exists that such investigation or litigation may relate to matters occurring prior to the Closing, without regard to the seven (7) 10-year period set forth in this Section 7.1(d7.1(c).

Record Preservation by Buyer. Buyer agrees that it shall preserve and keep all books Books and records Records (other than Tax Records which are addressed in Section 11.5) relating to the business or operations of the Tejas Acquired Companies on or before the Closing Date in Buyer's ’s possession for a period of at least seven (7) six years from the Closing Date. After such seven (7) six-year period, before Buyer shall dispose of any of such books Books and recordsRecords, Buyer shall give Seller at least ninety (90) 90 calendar days' ’ prior notice to such effecteffect shall be given by Buyer to Seller, and Seller shall be given an opportunity, at its cost and expense, to remove and retain all or any part of such books Books and records Records as Seller may select. Notwithstanding the foregoing, Buyer agrees that it shall preserve and keep all books Books and records of the Tejas Companies Records relating to any investigation instituted by a Governmental Entity or any litigation (whether or not existing on the Closing Date) except litigation that constitutes a Retained Liability (for which the Books and Records shall be retained by the Seller) if any possibility exists it is reasonably likely that such investigation or litigation may relate to matters occurring prior to the Closing, without regard to the seven (7) six-year period set forth in this Section 7.1(d7.1(c).

Record Preservation by Buyer. The Buyer agrees that Buyer shall preserve and keep all books and records (other than Tax Records which are addressed in Section 11.5) relating to the business or operations of any of the Tejas Companies Company and the Subsidiaries on or before the Closing Date in Buyer's ’s possession for a period of at least seven (7) 10 years from the Closing Date. After such seven (7) 10-year period, before Buyer shall dispose of any of such books and records, Buyer shall give Seller at least ninety (90) 90 calendar days' ’ prior notice Notice to such effecteffect shall be given by Buyer to Seller, and Seller shall be given an opportunity, at its cost and expense, to remove and retain all or any part of such books and records as Seller may select. Notwithstanding the foregoing, Buyer agrees that it shall preserve and keep all books and records of the Tejas Companies Company and the Subsidiaries relating to any investigation instituted by a Governmental Entity or any litigation (whether or not existing on the Closing Date) if any possibility exists that such investigation or litigation may relate to matters occurring prior to the Closing, without regard to the seven (7) 10-year period set forth in this Section 7.1(d7.1(c).