Access to Records after Closing. (a) For a period of ------------------------------- six years after the Closing Date, Parent and its representatives shall have reasonable access to all of the books and records of the Companies to the extent that such access may reasonably be required by Parent in connection with matters relating to or affected by the operations of the Companies prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Parent shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 13.6(a). If Buyer --------------- or the Companies shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Parent a reasonable opportunity, at Parent's expense, to segregate and remove such books and records as Parent may select.
(b) For a period of six years after the Closing Date, Buyer and its representatives shall have reasonable access to all of the books and records relating to the Companies which Parent or any of its Affiliates may retain after the Closing Date. Such access shall be afforded by Parent and its Affiliates upon receipt of reasonable advance notice and during normal business hours. Buyer shall be solely responsible for any costs and expenses incurred by it pursuant to this Section 13.6(b). If Parent or any of its Affiliates shall --------------- desire to dispose of any of such books and records prior to the expiration of such six-year period, Parent shall, prior to such disposition, give Buyer a reasonable opportunity, at Buyer's expense, to segregate and remove such books and records as Buyer may select.
Access to Records after Closing. (a) For a period of six years after the Closing Date, Seller and its representatives shall have reasonable access to all of the books and records of Seller with respect to the Business transferred to Buyer hereunder to the extent that such access may reasonably be required by Seller in connection with matters relating to or affected by the operations of the Business prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 13.
Access to Records after Closing. (a) For a period of six years after the Closing Date or, in the case of books and records relating to Taxes, until the expiration of all applicable statutes of limitation and carryback and carryforward periods, IPS, FDC and their Affiliates and their respective representatives shall have reasonable access to all of the books and records of the Business to the extent that such access may reasonably be required by IPS or its Affiliates in connection with matters relating to or affected by (i) the operations of the Business prior to the Closing Date and (ii) Sections 5.3, 5.4, 5.5 or 5.6. Such access shall be afforded by the Company upon receipt of reasonable advance written notice and during normal business hours. IPS shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 9.4(a). If the Company shall desire to dispose of any of such books and records prior to the expiration of such six-year period or applicable statutes of limitation and carryback and carryforward periods, as the case may be, the Company shall, prior to such disposition, give IPS a reasonable opportunity, at IPS' expense, to segregate and remove such books and records as IPS may select.
(b) For a period of six years after the Closing Date, or, in the case of books and records relating to Taxes, until the expiration of all applicable statutes of limitation, the Company and its representatives shall have reasonable access to all of the books and records relating to the Business which IPS or any of its Affiliates may retain after the Closing Date. Such access shall be afforded by IPS and its Affiliates upon receipt of reasonable advance written notice and during normal business hours. The Company shall be solely responsible for any costs and expenses incurred by it pursuant to this Section 9.4(b). If IPS or any of its Affiliates shall desire to dispose of any of such books and records prior to the expiration of such six-year period or applicable statutes of limitation, as the case may be, IPS shall, prior to such disposition, give the Company a reasonable opportunity, at the Company's expense, to segregate and remove such books and records as the Company may select.
Access to Records after Closing. (a) For a period of six (6) years after the Closing Date, the Seller Parties and their representatives shall have reasonable access to all of the books and records of the Business transferred to the Buyer hereunder to the extent that such access may reasonably be required by the Seller Parties in connection with matters relating to or affected by the operations of the Business prior to the Closing Date. Such access shall be afforded by the Buyer upon receipt of reasonable advance notice and during normal business hours. The Seller Parties shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 11.7(a). If the Buyer shall desire to dispose of any of such books and records prior to the expiration of such six (6) year period, it shall, prior to such disposition, give the Seller Parties a reasonable opportunity, at the Seller Parties' expense, to segregate and remove such books and records as the other party may select.
(b) For a period of six (6) years after the Closing Date, the Buyer and its representatives shall have reasonable access to all of the books and records relating to the Business which the Seller Parties or any of their Affiliates may retain after the Closing Date (including, but not limited to Tax Returns solely to the extent related to the Purchased Assets or the Business). Such access shall be afforded by the Seller Parties and their Affiliates upon receipt of reasonable advance notice and during normal business hours. The Buyer shall be solely responsible for any costs and expenses incurred by it pursuant to this Section 11.7(b). If the Seller Parties or any of their Affiliates shall desire to dispose of any of such books and records prior to the expiration of such six-(6) year period, such party shall, prior to such disposition, give the Buyer a reasonable opportunity, at the Buyer’s expense, to segregate and remove such books and records as the other party may select.
Access to Records after Closing. Buyer agrees, and agrees to cause the Companies, for a period of six years from the Closing Date, to hold all of the books and records of or pertaining to the Companies existing on the Closing Date and not to destroy or dispose of any such books and records. If at any time Buyer proposes to destroy or dispose of any of such books and records, Buyer agrees, and agrees to cause the Companies, to offer first in writing at least sixty (60) days prior to such proposed destruction or disposition to surrender them to Seller. Buyer agrees, and agrees to cause the Companies, at any time and from time to time following the Closing Date to afford Seller, its accountants, and counsel, during normal business hours, upon reasonable request, full access to such books, records and other data and to the employees engaged in the Business or any successor thereto to the extent that such access may be requested for any legitimate purpose, including the preparation of Tax Returns, the operations of the Business prior to the Closing Date and any dispute or controversy arising out of this Agreement, at no cost to Seller (other than for reasonable out-of-pocket expenses); provided, however, that nothing herein shall limit any of Seller's or its Affiliates' rights of discovery. For a period of six years after the Closing, Buyer will make available, and will cause the Companies to make available, to Seller the employees of the Companies whom Seller and its Affiliates may reasonably need in order to defend or prosecute any legal or administrative action to which Seller or any of its Affiliates is, or is threatened to be made, a party and which relates to the conduct of the Business prior to the Closing. Seller agrees to, and shall cause its accountants, counsel and other representatives to, hold in confidence and not to use except for the purposes provided above all books, records and other data of the Companies, except to the extent the disclosure of any information is required in connection with the purposes for which such information is sought and then (except with respect to any disclosure relating to Requirements of Law) only after giving notice to Buyer of the portions to be disclosed and the Person to whom such information is to be disclosed. If Buyer reasonably requests, Seller will use its reasonable efforts to maintain the confidentiality of such information to be filed or provided to any other Person. Seller agrees, for a period of six years from the Closing Date, to hold...
Access to Records after Closing. For a period of six (6) years after the Closing Date, Seller and its representatives shall have reasonable access to all of the books and records of the Subsidiaries to the extent that such access may reasonably be required by Seller in connection with matters relating to or affected by the operations of the Subsidiaries prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by them pursuant to this Section 13.6. If Buyer or the Subsidiaries shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller’s expense, to segregate and remove such books and records as Seller may select.
Access to Records after Closing. For a period of three (3) years after the Closing Date, Sellers shall provide reasonable access to Purchaser and its representatives to all of the books and records of such parties with regard to the Business and the Assets which such parties may retain after the Closing Date. If any Seller shall desire to dispose of any such books or records prior to the expiration of such three (3) year period, such Seller shall, prior to such disposition, give Purchaser a reasonable opportunity to segregate and remove such books and records as Purchaser may select.
Access to Records after Closing. Each Party agrees to preserve all records relating to the transactions contemplated by this Agreement for six (6) years after the Closing. Upon reasonable notice, subject to Section 7.1, each Party shall allow representatives of the others access to such records and the making of copies thereof during regular business hours at such Party’s place of business solely with respect to this Section 7.15 for the following purposes: (i) to gather information for preparing tax returns; (ii) to verify any of the representations or warranties contained in this Agreement, or confirm compliance with any of the covenants contained in this Agreement; or (iii) to comply with any audit, request, subpoena, or other investigative demand by any government authority.
Access to Records after Closing. (a) Buyer shall reasonably cooperate with Sellers for a period of eighteen (18) months following the Closing Date to make available to Sellers and their affiliates, Buyer’s employees and Property records, as Sellers may reasonably request, in case of any Seller’s need in response to any legal requirement, tax audit, tax return preparation, securities law filing, contractual obligation or litigation threatened or brought against Sellers, by allowing Sellers, their affiliates and their agents or representatives access, upon reasonable advance notice (which notice shall identify the nature of the information sought by such party), at all reasonable times to examine and make copies of any and all instruments, files and records which predate the Closing; provided, however, that nothing contained in this Section shall require Buyer to retain any files or records for any particular period of time. This Section 30 shall survive Closing and delivery of the Deeds.
(b) Sellers shall, from time to time for a period of eighteen (18) months following the Closing Date, upon reasonable notice from Buyer, at the sole cost and expense of Buyer, provide Buyer and their respective auditors, attorneys, financial advisors, bankers and other consultants and advisors with access to the financial information through the Closing Date in Sellers’ possessions relating solely to the Property which is reasonably necessary in the opinion of Buyer’s outside third party accountants (the “Buyer’s Accountant”) to enable Buyer and Buyer’s Accountant to timely prepare, and where applicable, audit, financial statements for fiscal year 2018 and 2019 through the Closing Date in compliance with any and all requirements of (i) Rules 3-12 and 3-14 of Regulation S-X of the Securities and Exchange Commission (the “SEC”), or if required by the SEC, Rule 3-05 of Regulation S-X of the SEC, (ii) any other applicable law, rule or regulation, including other SEC or New York Stock Exchange rules or regulations, and (iii) any registration statement, report or disclosure statement filed or reported with the SEC by, or on behalf of, Buyer or its parent. Additionally, Sellers shall cooperate in a commercially reasonable manner in obtaining any and all such data and financial information (including, without limitation, data and information obtainable from Sellers’ management agent for the Property). Additionally, Sellers shall for a period of eighteen (18) months following the Closing Date, cooperate in a commer...
Access to Records after Closing. (a) To the extent not otherwise disposed of by Buyer in the ordinary course of business consistent with past practice, for a period of six (6) years after the Closing Date, Seller and its representatives shall have reasonable access to all of the books and records of the Division transferred to Buyer hereunder to the extent that such access may reasonably be required by Seller in connection with matters relating to or affected by the operations of the Business prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 13.5.
(b) To the extent not otherwise disposed of by Seller in the ordinary course of business consistent with past practice, for a period of six (6) years after the Closing Date, Buyer and its representatives shall have reasonable access to all of the books and records relating to the Business which Seller or any of its Affiliates may retain after the Closing Date. Such access shall be afforded by Seller and its Affiliates upon receipt of reasonable advance notice and during normal business hours. Buyer shall be solely responsible for any costs and expenses incurred by it pursuant to this Section 13.5.
