Retention of and Access to Records. After the Closing, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the Closing, Seller shall provide Buyer and its representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 7 contracts
Samples: Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholder and their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Aberdeen Idaho Mining Co), Asset Purchase Agreement (Aberdeen Idaho Mining Co), Asset Purchase Agreement (MotivNation, Inc.)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Zaldiva Inc), Asset Purchase Agreement (Champion Enterprises Inc), Asset Purchase Agreement (Champion Enterprises Inc)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholder and their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Jordan 1 Holdings Co), Asset Purchase Agreement (MBI Financial, Inc.), Security Agreement (Viva International Inc)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholders and their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Widepoint Corp), Asset Purchase Agreement (Hooker Furniture Corp), Asset Purchase Agreement (Insight Health Services Holdings Corp)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices Legal Requirements those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives accountants and attorneys reasonable and timely access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer reasonable and its representatives reasonable timely access to Records that are Excluded AssetsAssets but directly relate to the Assets or Business (excluding any other data), during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Birks Group Inc.)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records books and records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives reasonable access to Records records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Lodgenet Entertainment Corp), Asset Purchase Agreement (Lodgenet Entertainment Corp)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices of five years those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax auditsaudits or other reasonable business purposes. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice. Seller will retain those Records that are Excludable Assets for a period of five years or the period of time required by law as if Seller were still the owner of the Assets, whichever is greater.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Noble International LTD), Asset Purchase Agreement (Eagle Picher Holdings Inc)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller Selling Parties and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax auditsaudits or third party claims. After the ClosingClosing Date, Seller Selling Parties shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement (Exfo Electro Optical Engineering Inc)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-’s record retention policies and practices those Records records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Representatives reasonable access thereto, during normal business hours and on at least three [three] days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Agreement and Bill of Sale (Acacia Diversified Holdings, Inc.)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records records of Seller delivered to BuyerBuyer until the seventh anniversary of the Closing Date. Buyer also shall provide Seller and its representatives Shareholders and their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements for any reasonable business purpose (as mutually agreed by the Buyer and Seller) specified by Seller or tax returns or deal with tax auditsShareholders in such notice. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records records of Seller delivered to Buyer. Buyer also shall provide Seller and its their representatives reasonable access thereto, during normal business hours and on at least three (3) days' ’ prior written notice, to enable them to prepare financial statements or tax Tax returns or deal with tax Tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records records that are Excluded Assets, during normal business hours and on at least three (3) days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement (Greenrose Acquisition Corp.)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records records of Seller Sellers delivered to Buyer. Buyer also shall provide Seller Sellers and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax auditsaudits or other appropriate business or legal matters. After the ClosingClosing Date, each Seller shall provide Buyer and its representatives their Representatives reasonable access to Records records that are Excluded Transferred Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After For seven (7) years after the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer in accordance with Buyer’s record-retention policies and practices. Buyer also shall provide Seller and its representatives each Member and their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns Tax Returns or deal with tax Tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholders and their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Seller’s Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement (Golden Eagle International Inc)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholders and their Representatives reasonable access thereto, during normal business hours and on at least three (3) days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three (3) days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records records of Seller Sellers delivered to Buyer. Buyer also shall provide Seller Sellers and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller Sellers shall provide Buyer and its representatives Buyer’s Representatives reasonable access to Records records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Members and their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose related to the Contemplated Transactions specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement (Express-1 Expedited Solutions Inc)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices practices, and as required under applicable law to Seller and Buyer, those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' upon prior written notice, to enable them to prepare financial statements or tax returns or deal with tax auditsfor any reasonable business purpose specified by Seller in such notice. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' upon reasonable prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholder and their Representatives reasonable access thereto, during normal business hours and on at least three (3) days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three (3) days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement (Allis Chalmers Energy Inc.)
Retention of and Access to Records. After the ClosingClosing Date, Buyer Buyers shall retain for a period consistent with Buyer's Buyers' record-retention policies and practices those Records of Seller Sellers delivered to BuyerBuyers. Buyer Buyers also shall provide Seller Sellers and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax auditsaudits or other appropriate business or legal matters. After the ClosingClosing Date, each Seller shall provide Buyer Buyers and its representatives their Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer Buyers in such notice.. 10.11
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Retained Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller Seller, the LLCs, the LP, and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.. 41
Appears in 1 contract
Samples: Asset Purchase Agreement (Secured Diversified Investment LTD)
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-Buyers record retention policies and practices those Records of Seller Sellers delivered to Buyer. Buyer also shall provide Seller Sellers and its representatives Shareholders and their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns Tax Returns or deal with tax audits. After the ClosingClosing Date, Seller Sellers shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer Xxxxx shall retain for a period consistent with BuyerXxxxx's record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholders and their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement
Retention of and Access to Records. After For a period of six (6) years after the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's record-retention policies and practices those Records of each Seller delivered to Buyer. Buyer also shall provide Seller Principal Seller, Shareholder and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' prior written notice, to enable them to prepare financial statements or tax returns or returns, deal with tax auditsaudits and for other reasonable business purposes. After the ClosingClosing Date, each Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller the Sellers delivered to Buyer. Buyer also shall provide Seller Sellers and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date and for a period of seven years, Seller Sellers shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Retention of and Access to Records. After the ClosingClosing Date, Buyer Xxxxx shall retain for a period consistent with Buyer's Xxxxx’s record-retention policies and practices those Records records of Seller Sellers delivered to Buyer. Buyer also shall provide Seller Sellers and its representatives their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns or deal with tax audits. After the ClosingClosing Date, Seller Sellers shall provide Buyer and its representatives Xxxxx’s Representatives reasonable access to Records records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract
Samples: Asset Purchase Agreement
Retention of and Access to Records. After the ClosingClosing Date, Buyer shall retain for a period consistent with Buyer's ’s record-retention policies and practices those Records of Seller delivered to Buyer. Buyer also shall provide Seller and its representatives Shareholders and their Representatives reasonable access thereto, during normal business hours and on at least three days' ’ prior written notice, to enable them to prepare financial statements or tax returns Tax Returns or deal with tax Tax audits. After the ClosingClosing Date, Seller shall provide Buyer and its representatives Representatives reasonable access to Records that are Excluded Assets, during normal business hours and on at least three days' ’ prior written notice, for any reasonable business purpose specified by Buyer in such notice.
Appears in 1 contract