Common use of Record Preservation by Buyer Clause in Contracts

Record Preservation by Buyer. The Buyer agrees that Buyer shall preserve and keep all books and records relating to the business or operations of any of the Company and the Subsidiaries on or before the Closing Date in Buyer’s possession for a period of at least 10 years from the Closing Date. After such 10-year period, before Buyer shall dispose of any of such books and records, at least 90 calendar days’ prior Notice to such effect 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 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 10-year period set forth in this Section 7.1(c).

Record Preservation by Buyer. The Buyer agrees that Buyer shall preserve and keep all books and records (other than Tax books and records which are addressed in Section 8.4) relating to the business or operations of any of the Company and the Subsidiaries each Acquired Entity on or before the Closing Date in Buyer’s possession for a period of at least 10 five years from the Closing Date. After such 105-year period, before Buyer shall dispose of any of such books and records, Buyer shall give Seller at least 90 calendar days’ prior Notice notice to such effect shall be given by Buyer to Sellereffect, 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 Company each Acquired Entity, and the Subsidiaries each Partially-Owned Entity 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 105-year period set forth in this Section 7.1(c9.1(c).

Record Preservation by Buyer. The Buyer agrees that Buyer 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 any of the Company and the Subsidiaries Acquired Companies on or before the Closing Date in Buyer’s possession for a period of at least 10 six years from the Closing Date. After such 10six-year period, before Buyer shall dispose of any of such books Books and recordsRecords, at least 90 calendar days’ prior Notice notice to such effect 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 Company and the Subsidiaries 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 10six-year period set forth in this Section 7.1(c).

Record Preservation by Buyer. The Buyer agrees that Buyer shall preserve and keep all books and records relating to the business or operations of any of the Company and the Subsidiaries on or before the Closing Date in Buyer’s 's possession for a period of at least 10 years from the Closing Date. After such 10-year period, before Buyer shall dispose of any of such books and records, at least 90 calendar days’ ' prior Notice to such effect 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 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 10-year period set forth in this Section 7.1(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 Company and the Subsidiaries Tejas Companies on or before the Closing Date in Buyer’s 's possession for a period of at least 10 seven (7) years from the Closing Date. After such 10-seven (7) year period, before Buyer shall dispose of any of such books and records, Buyer shall give Seller at least 90 ninety (90) calendar days’ ' prior Notice notice to such effect shall be given by Buyer to Sellereffect, 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 Company and the Subsidiaries 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 10-seven (7) year period set forth in this Section 7.1(c7.1(d).