Acquired Books and Records definition

Acquired Books and Records has the meaning provided in Section 4.07.

Acquired Books and Records means all books of account, ledgers and general, financial and accounting records and files of any Asset Selling Company that are located at an Operating Location and primarily used or held for use in the Business; provided that Acquired Books and Records shall not include any personnel files, other than the Transferred Personnel Files.

Acquired Books and Records means Books and Records (i) that are primarily useful for, or held for use primarily for, the research, development, manufacture or commercialization of Compounds or (ii) that are expressly identified as Acquired Books and Records in Section 4.4(d). Acquired Books and Records do not include any Books and Records that otherwise expressly meet the definition of Restricted Books and Records or Excluded Books and Records, unless such Books and Records are expressly identified as Acquired Books and Records.

Examples of Acquired Books and Records in a sentence

• Notwithstanding the foregoing, the Members and the Company may retain such copies of the Acquired Books and Records as they deem reasonably necessary or advisable.

• For clarity, Acquired Books and Records shall specifically exclude all Tax Returns and related workpapers including or relating to the Purchased Assets.

• The forum shall be made up of members as follows, and give shall be the quorum.

• For the avoidance of doubt, (A) the laboratory notebooks listed at Schedule 4.4(d)(ii)(a) (the “Laboratory Notebooks”) and (B) all patent prosecution files related to the Patent Rights within the Acquired Intellectual Property shall be Acquired Books and Records delivered to Bayer at Closing in the case of hard copy files and by the Outside Delivery Date in the case of electronic files; none of Maxygen, Holdings or their Affiliates will retain copies thereof or will redact any information therefrom.

• In addition to the Acquired Books and Records, Buyer shall also be entitled to receive, and Seller shall provide to Buyer in accordance with the terms of this Agreement and the Transition Services Agreement, copies of all other Books and Records that relate to, or are used in connection with, the Business or the Acquired Intellectual Property, including the materials described on Schedule 1.6 (the “Shared Books and Records”).

More Definitions of Acquired Books and Records

Acquired Books and Records means (i) all files, documents, books and records that are in the possession of the Selling Companies and exclusively related to and used in the operation of the Transferred Assets and the Customer Care Business at any time since January 1, 2012 and prior to the Initial Closing Date, and (ii) copies of the portions of all such types of files, documents, books and records that relate primarily, but not exclusively, to the operation of the Transferred Assets or the Customer Care Business that are in the possession of the Selling Companies, have been used in the operation of the Transferred Assets or used by the Customer Care Business since January 1, 2012 and prior to the Initial Closing Date and are necessary for the operation of the Transferred Assets and the conduct of the Customer Care Business after the Initial Closing Date; provided that Seller shall be entitled to remove or redact any information that does not relate to the operation of the Transferred Assets or the Customer Care Business from such items; provided, further, that (1) except as set forth in the Employee Matters Agreement, Acquired Books and Records shall not include any personnel records and (2) Acquired Books and Records shall not include (x) invoices or purchase orders or

Acquired Books and Records means all documents, books of account, sales and purchase records, cost and pricing information, customer and supplier lists and files, laboratory books, safety records, polymer research records (including records related to polymer samples provided to, or manufactured for, customers), Hired Employee employment records and electronic communication of all Business Employees whether or not Hired Employees (including,

Acquired Books and Records has the meaning set forth in Section 1.1.13.

Acquired Books and Records has the meaning set forth in Section 1.1(g).

Acquired Books and Records means all of the books, records and documents pertaining to the assets, properties, business, operations, accounts, financial condition or customers of the Seller, regardless of whether such books and records are maintained for tax or financial reporting purposes (including, without limitation, files, customer and vendor lists, marketing literature, blueprints, plans, specifications and drawings); provided, however, that the foregoing shall not include any of the Excluded Assets or any of the books, records and documents that relate to the Excluded Assets; provided further that the Seller shall be permitted to retain copies of, and have access to, all of the Acquired Books and Records for tax purposes.

Acquired Books and Records means all books and records of the Transferred Business located at the Scheduled Real Property.

Acquired Books and Records means files (including all electronic data files and hard copies), documents, correspondence, lists, drawings and specifications, creative materials, marketing plans, studies (including market research and market data), clinical data (including all data and results obtained from the conduct the Ongoing Safety Study prior to and after the Closing Date), reports, and other printed or written materials (in whatever form or medium) primarily related to the Exploitation of the Product, the Acquired Assets or the Assumed Liabilities, including (a) financial books, records, statements or reports of Seller or its Affiliates, (b) legal analyses and assessments, legal opinions and other records relating to the prosecution of the Acquired IP, and (c) all books and records relating to reimbursement, contracting, managed market activities and pricing, except, in each case, to the extent included in the Acquired Marketing Records or the Acquired Regulatory Documentation, but excluding the Excluded Assets.