Common use of Records and Support Clause in Contracts

Records and Support. After the Initial Closing Date, each Seller shall have reasonable access to and rights to copy all of the records, books, data (in whatever form) and documents related to the Acquired Assets to the extent that such access may reasonably be required by such Seller in connection with matters relating to or affected by the ownership or operation of the Facility by such Seller prior to the Initial Closing Date. Such access shall be afforded by the Buyer upon receipt of reasonable advance notice and during normal business hours. Each Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 5.8(a). If the Buyer desires to dispose of any records, books, data (in whatever form) or documents that may relate to operation of the Facility prior to the Initial Closing Date, the Buyer shall, prior to such disposition, give the Seller Representatives a period of ninety (90) days, at the Sellers' expense, to segregate and remove such records, books, data (in whatever form) or documents as the Seller Representatives or any Seller may select; provided, that the Buyer shall not have any obligation to the Sellers to maintain any such records, books, data (in whatever form) or documents relating to the operation of the Facility prior to the Initial Closing Date beyond six (6) years following the Initial Closing Date.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (New England Power Co), Purchase and Sale Agreement (Connecticut Light & Power Co)

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Records and Support. After the Initial Closing Date, each the Seller shall ------------------- have reasonable access to and rights to copy to all of the records, books, data (in whatever form) books and documents related to the Acquired Assets to the extent that such access may reasonably be required by such the Seller in connection 034a with matters relating to or affected by the ownership or operation of the Facility by such the Seller prior to the Initial Closing Date. Such access shall be afforded by the Buyer upon receipt of reasonable advance notice and during normal business hours. Each The Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 5.8(a). However, Buyer will not have any obligation to Seller under this Agreement to maintain any records, books or documents relating to operations prior to Closing beyond five (5) years from the Closing Date, except to the extent that such records, books or documents are required to be maintained under applicable law, rule or regulation. If the Buyer desires shall desire to dispose of any of records, books, data (in whatever form) books or documents that may relate to operation of the Facility prior to the Initial Closing Date, the Buyer shall, prior to such disposition, give to the Seller Representatives a period of ninety (90) daysreasonable opportunity, at the Sellers' Seller's expense, to segregate and remove such records, books, data (in whatever form) books or documents as the Seller Representatives or any Seller may select; provided, that the Buyer shall not have any obligation to the Sellers to maintain any such records, books, data (in whatever form) or documents relating to the operation of the Facility prior to the Initial Closing Date beyond six (6) years following the Initial Closing Date.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Boston Edison Co), Purchase and Sale Agreement (Boston Edison Co)

Records and Support. After the Initial Closing Date, each Seller shall have reasonable access to and rights to copy all of the records, books, data (in whatever form) and documents related to the Acquired Assets to the extent that such access may reasonably be required by such Seller in connection with matters relating to or affected by the ownership or operation of the Facility by such Seller prior to the Initial Closing Date. Such access shall be afforded by the Buyer upon receipt of reasonable advance notice and during normal business hours. Each Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 5.8(a). If the Buyer desires to dispose of any records, books, data (in whatever form) or documents that may relate to operation of the Facility prior to the Initial Closing Date, the Buyer shall, prior to such disposition, give the Seller Representatives a period of ninety (90) days, at the Sellers' expense, to segregate and remove such records, books, data (in whatever form) or documents as the Seller Representatives or any Seller may select; providedPROVIDED, that the Buyer shall not have any obligation to the Sellers to maintain any such records, books, data (in whatever form) or documents relating to the operation of the Facility prior to the Initial Closing Date beyond six (6) years following the Initial Closing Date.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Baycorp Holdings LTD)

Records and Support. After the Initial Closing Date, each Seller the Lead Participants, for themselves and on behalf of the other Sellers, shall have reasonable access to and rights to copy all of the records, books, data (in whatever form) books and documents related to the Acquired Assets to the extent that such access may reasonably be required by such Seller the Sellers in connection with matters relating to or affected by the ownership or operation of the Facility Facilities by such Seller the Sellers on or prior to the Initial Closing Date. Such access shall be afforded by the Buyer upon receipt of reasonable advance notice and during normal business hours. Each Seller The Sellers shall be solely responsible for any costs or expenses incurred by it them pursuant to this Section 5.8(a). If the Buyer desires to dispose of any records, books, data (in whatever form) books or documents that may relate to operation of the Facility Facilities on or prior to the Initial Closing Date, the Buyer shall, prior to such disposition, give the Seller Representatives Lead Participants a period of ninety (90) days, at the SellersLead Participants' expense, to segregate and remove such records, books, data (in whatever form) books or documents as the Seller Representatives or any Seller Lead Participants may select; provided, that the Buyer shall not have any obligation to the Sellers to maintain any such records, books, data (in whatever form) books or documents relating to the operation of the Facility Facilities on or prior to the Initial Closing Date beyond six five (65) years following the Initial Closing Date.. -57-

Appears in 1 contract

Samples: Purchase and Sale Agreement (Dominion Resources Inc /Va/)

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Records and Support. After the Initial Closing Date, each Seller ------------------- shall have reasonable access to and rights to copy all of the records, books, data (in whatever form) and documents related to the Acquired Assets to the extent that such access may reasonably be required by such Seller in connection with matters relating to or affected by the ownership or operation of the Facility by such Seller prior to the Initial Closing Date. Such access shall be afforded by the Buyer upon receipt of reasonable advance notice and during normal business hours. Each Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 5.8(a). If the Buyer desires to dispose of any records, books, data (in whatever form) or documents that may relate to operation of the Facility prior to the Initial Closing Date, the Buyer shall, prior to such disposition, give the Seller Representatives a period of ninety (90) days, at the Sellers' expense, to segregate and remove such records, books, data (in whatever form) or documents as the Seller Representatives or any Seller may select; provided, that the Buyer shall not have any obligation to the Sellers to maintain any such records, books, data (in whatever form) or documents relating to the operation of the Facility prior to the Initial Closing Date beyond six (6) years following the Initial Closing Date.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Uil Holdings Corp)

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