Common use of Sharing of Data Clause in Contracts

Sharing of Data. Seller and Whitxxxxx xxxh shall have the right, for a period of four years following the Closing Date (or, with respect to tax matters, such longer period, not exceeding the expiration of limitations periods with respect thereto, as shall be reasonably 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 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. 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, for a period of four years following the Closing 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 Seller pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business transferred to Buyer hereunder or is otherwise needed by Buyer in order to comply with its obligations under applicable securities, tax, environmental, employment or other laws and regulations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Superior Consultant Holdings Corp)

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Sharing of Data. To the extent permitted by applicable privacy legislation, the Seller and Whitxxxxx xxxh shall have the right, right for a period of four seven (7) years following the Closing Date (or, with respect to tax matters, such longer period, not exceeding the expiration of limitations periods with respect thereto, as shall be reasonably necessary), 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. Seller and Whitxxxxx xxxh To the extent permitted by applicable privacy legislation, the Buyer shall also have the right, 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, for a period of four seven (7) years following the Closing Date, Date 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 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 Buyer hereunder the 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.,

Appears in 1 contract

Samples: Stock Purchase Agreement (DealerTrack Holdings, Inc.)

Sharing of Data. Seller and Whitxxxxx xxxh Xxxxxxxxx each shall have the right, for a period of four years following the Closing Date (or, with respect to tax matters, such longer period, not exceeding the expiration of limitations periods with respect thereto, as shall be reasonably 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 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. Seller and Whitxxxxx xxxh 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 Whitxxxxx xx 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, for a period of four years following the Closing 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 Seller pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business transferred to Buyer hereunder or is otherwise needed by Buyer in order to comply with its obligations under applicable securities, tax, environmental, employment or other laws and regulations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Whittaker Corp)

Sharing of Data. Seller and Whitxxxxx xxxh The Unidigital Parties shall have the right, right for a ----------------- period of four seven years following the date of Closing Date (or, with respect to tax matters, such longer period, not exceeding the expiration of limitations periods with respect thereto, as shall be reasonably 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. Seller The Buyer and Whitxxxxx xxxh shall also have the right, 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, for a period of four seven years following the date of Closing Date, to have reasonable access to those books, records and accounts, including financial and tax information, correspondence, production records, employment records and other records which are retained by Seller the Unidigital Parties pursuant to the terms of this Agreement to the extent that any of the foregoing relates to the Business Assets transferred to the Buyer hereunder or is otherwise needed by the Buyer and in order to comply with its obligations under applicable securities, tax, environmental, employment or other laws and regulations. In addition to the foregoing, the Unidigital Parties hereby agree to make available to the Buyer, without charge, the accounting services of Xxxxxxxx Xxxxxxxxxxxx for a period not to exceed six (6) months following the Closing; provided, however, that in no event shall Xxxxxxxx -------- ------- Gerstenbluth be required to provide such services if it unreasonably interferes with the performance of his duties for the Unidigital Parties or any of their respective affiliates.

Appears in 1 contract

Samples: Asset Purchase Agreement (Unidigital Inc)

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Sharing of Data. Seller and Whitxxxxx xxxh (a) The Sellers shall have the right, right for a period of four three years plus any extension of the statute of limitation relating to Taxes following the Closing Date (or, with respect to tax matters, and for such longer period, not exceeding the expiration of limitations periods with respect thereto, period as shall may be reasonably necessary), 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, 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. Seller and Whitxxxxx xxxh The Buyer shall also have the right, 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, for a period of four three years following the Closing Date, 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 Seller 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.

Appears in 1 contract

Samples: Asset Purchase Agreement (West Coast Entertainment Corp)

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