Common use of Sharing of Data Clause in Contracts

Sharing of Data. (a) The Sellers shall have the right for a period of three years plus any extension of the statute of limitation relating to Taxes following the Closing Date (and for such longer period as may be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) to have reasonable access to such books, records and accounts, including financial and tax information, correspondence, production records, and other similar information as are transferred to the Buyer pursuant to the terms of this Agreement for the limited purposes of concluding its involvement in the Business prior to the Closing Date and for complying with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. The Buyer shall have the right for a period of three years following the Closing Date plus any extension of the statute of limitation relating to Taxes (and for such longer period as may be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) to have reasonable access to those books, records and accounts, including financial and tax information, correspondence, employment records and other records which are retained by the Sellers pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business transferred to the Buyer hereunder or is otherwise needed by the Buyer in order to comply with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. (b) The Sellers, the Principals and the Buyer agree that from and after the Closing Date they shall cooperate fully with each other to facilitate the transfer of the Assets from the Sellers to the Buyer and the operation thereof by the Buyer.

Sharing of Data. (a) The Sellers Seller and Whitxxxxx xxxh shall have the right right, for a period of three four years plus any extension of the statute of limitation relating to Taxes following the Closing Date (and for or, with respect to tax matters, such longer period period, not exceeding the expiration of limitations periods with respect thereto, as may shall be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) necessary), to have reasonable access to such books, records and accounts, including financial and tax information, correspondence, production records, employment records and other similar information as are transferred to the Buyer pursuant to the terms of this Agreement for the limited purposes of concluding its involvement in the Business prior to the Closing Date and for complying with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. The Seller and Whitxxxxx xxxh shall also have the right, for a period of eighteen months following the Closing Date, to have reasonable access to such books and records of Buyer as are reasonably necessary for the limited purpose of enabling Seller or Whitxxxxx xx evaluate the notice given by Buyer under the provisions contemplated by the Escrow Agreement by verifying the collection or non-collection of Accounts Receivable. Buyer shall have the right right, for a period of three four years following the Closing Date plus any extension of the statute of limitation relating to Taxes (and for such longer period as may be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) Date, to have reasonable access to those books, records and accounts, including financial and tax information, correspondence, employment records and other records which are retained by the Sellers Seller pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business transferred to the Buyer hereunder or is otherwise needed by the Buyer in order to comply with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. (b) The Sellers, the Principals and the Buyer agree that from and after the Closing Date they shall cooperate fully with each other to facilitate the transfer of the Assets from the Sellers to the Buyer and the operation thereof by the Buyer.

Sharing of Data. The parties agree that from and after the Closing: --------------- (a) The Sellers TJX and Seller shall have the right for a period of three five years plus any extension of the statute of limitation relating to Taxes following the Closing Date (and for or such longer period as may shall be reasonably necessary to enable the Sellers to deal with applicable governmental agencies satisfy TJX's legal and regulatorstax obligations or requirements) to have reasonable access to such books, records and accounts, including financial and tax information, correspondence, production records, employment records and other similar information as are transferred to the Buyer pursuant to the terms of this Agreement for the limited purposes of concluding its involvement in the Business business of the Division prior to the Closing Date Closing, engaging in related litigation with third parties and for complying with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. The Buyer shall have the right for a period of three five years following the Closing Date plus any extension of the statute of limitation relating to Taxes (and for or such longer period as may shall be reasonably necessary to enable the Sellers to deal with applicable governmental agencies satisfy Buyer's legal and regulatorstax obligations or requirements) to have reasonable access to those books, records and accounts, including financial and tax information, correspondence, production records, employment records and other records which as are retained by the Sellers TJX and Seller pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business business of the Division transferred to the Buyer hereunder hereunder, or is otherwise needed by Buyer for the Buyer purpose of engaging in related litigation with third parties, or in order to comply with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. Each party hereby covenants to the other parties that it will keep such books, records, accounts, and information in existence and in good order for such period of time as the other parties are entitled to reasonable access thereto pursuant to this Section 5.15. (b) The SellersBuyer shall make available to TJX or Seller upon written request (i) copies of any books or records of the Division, (ii) Buyer's personnel to assist TJX or Seller in locating and obtaining any books or records of the Principals Division, and the Buyer (iii) any of Buyer's personnel whose assistance or participation is reasonably required by TJX or Seller or any of its affiliates in anticipation of, or preparation for, existing or future litigation, Returns or other matters in which TJX, Seller or any of their affiliates is involved. (c) Each of TJX and Seller hereby covenant and agree that they will keep confidential all information obtained or retained pursuant to the provisions of this Section 10.1 in accordance with the provisions of the Confidentiality Agreement. The provisions contained in such Confidentiality Agreement are hereby incorporated herein by this reference. (d) TJX may retain copies of any books, records and accounts of Seller and CDM. TJX may utilize such books, records and accounts only to satisfy, enforce or defend its obligations and rights hereunder or under any Transaction Agreements or for tax purposes or for purposes relating to any litigation, suit, action, investigation, proceeding or controversy affecting TJX, Seller, CDM or Trade Name Sub. (e) At all times from and after the Closing Date they Closing, each of Seller and Buyer shall cooperate fully use reasonable efforts to make available to the other upon written request its and its Subsidiaries' officers, directors, employees and agents as witnesses to the extent that such persons may reasonably be required in connection with each any legal, administrative or other proceedings in which the requesting party may from time to facilitate time be involved. (f) Except to the transfer extent otherwise contemplated by the Services Agreement or any other Transaction Agreement, a party providing information, services or personnel to the other party under this Section 5.15 shall be entitled to receive from the recipient, upon the presentation of invoices therefor, payments for such amounts, relating to supplies, disbursements and other out-of-pocket expenses, as may be reasonably incurred in providing such Information or Services; provided, however, that no such reimbursements shall be required for the salary or cost of fringe benefits or similar expenses pertaining to personnel of the Assets from the Sellers to the Buyer and the operation thereof by the Buyerproviding party.

Sharing of Data. (a) The Sellers Seller and Xxxxxxxxx each shall have the right right, for a period of three four years plus any extension of the statute of limitation relating to Taxes following the Closing Date (and for or, with respect to tax matters, such longer period period, not exceeding the expiration of limitations periods with respect thereto, as may shall be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) necessary), to have reasonable access to such books, records and accounts, including financial and tax information, correspondence, production records, employment records and other similar information as are transferred to the Buyer pursuant to the terms of this Agreement for the limited purposes of concluding its involvement in the Business prior to the Closing Date and for complying with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. The Seller and Xxxxxxxxx each shall also have the right, for a period of eighteen months following the Closing Date, to have reasonable access to such books and records of Buyer as are reasonably necessary for the limited purpose of enabling Seller or Xxxxxxxxx to evaluate the notice given by Buyer under the provisions contemplated by the Escrow Agreement by verifying the collection or non-collection of Accounts Receivable. Buyer shall have the right right, for a period of three four years following the Closing Date plus any extension of the statute of limitation relating to Taxes (and for such longer period as may be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) Date, to have reasonable access to those books, records and accounts, including financial and tax information, correspondence, employment records and other records which are retained by the Sellers Seller pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business transferred to the Buyer hereunder or is otherwise needed by the Buyer in order to comply with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. (b) The Sellers, the Principals and the Buyer agree that from and after the Closing Date they shall cooperate fully with each other to facilitate the transfer of the Assets from the Sellers to the Buyer and the operation thereof by the Buyer.

Sharing of Data. (a) The Sellers To the extent permitted by applicable privacy legislation, the Seller shall have the right for a period of three seven (7) years plus any extension of the statute of limitation relating to Taxes following the Closing Date (and for such longer period as may be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) to have reasonable access to such books, records and accounts, including financial and tax Tax information, correspondence, production records, employment records and other similar information as are transferred to the Buyer (which records and other information must be retained by the Buyer for such seven (7) year period) pursuant to the terms of this Agreement for the limited purposes of concluding its involvement in the Business business of the Company and the Subsidiary prior to the Closing Date and for complying with its obligations under applicable securities, taxTax, environmental, employment or other laws and regulations. The To the extent permitted by applicable privacy legislation, the Buyer shall have the right for a period of three seven (7) years following the Closing Date plus any extension of the statute of limitation relating to Taxes (and for such longer period as may be reasonably necessary to enable the Sellers to deal with applicable governmental agencies and regulators) to have reasonable access to those books, records and accounts, including financial and tax Tax information, correspondence, production records, employment records and other records which are retained by the Sellers Seller (which records and other information must be retained by the Seller for such seven (7) year period) pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business transferred business of the Company and the Subsidiary prior to the Buyer hereunder Closing Date or is otherwise needed by the Buyer in order to comply with its obligations under applicable securities, taxTax, environmental, employment or other laws and regulations. (b) The Sellers, the Principals and the Buyer agree that from and after the Closing Date they shall cooperate fully with each other to facilitate the transfer of the Assets from the Sellers to the Buyer and the operation thereof by the Buyer.,