Acquired Records definition

Acquired Records has the meaning set forth in Section 2.1(c).

Acquired Records means the First Closing Assets Records and the Second Closing Assets Records.

Acquired Records means, except to the extent included in Acquired Intellectual Property, all the files, books, records (including service, production, maintenance, customer and vendor records), and ledgers or other similar information (in any form or medium) used by Seller or held for use by Seller in the Business, including manuals, correspondence, price lists, Customer Proprietary Information, mailing lists, purchasing materials and records, papers, construction and engineering maps and data, schematics and blueprints, and other similar data, except for the materials, data or information retained by Seller pursuant to Section 2.2, provided that, “Acquired Records” shall be deemed to include any and all construction and engineering maps applicable to areas which are outside the geographical area actually served by the System, but are contiguous to the geographical area actually served by the System.

Examples of Acquired Records in a sentence

• As of the Closing Date, Purchaser has been, or subject to Seller’s compliance with this Agreement, will be, afforded a reasonable and appropriate opportunity to visit the offices of Seller and to examine the Acquired Data and the Acquired Records and all other documents and materials requested by Purchaser or its authorized representatives or advisors (except those related to Excluded Assets) with respect to the Acquired Assets and the Assumed Liabilities (the “Background Materials”).

• Seller shall make the Acquired Records available for pick up by Purchaser at a mutually agreeable time promptly after the Closing at the locations and in the format currently maintained by Seller.

• The Acquired Records shall be made available to Seller after the Closing for review and copying as reasonably requested by Seller.

• Except for the representations and warranties specifically contained in this Agreement, Seller makes no warranty or representation of any kind as to the accuracy, completeness, or materiality of any Acquired Records, Background Materials, Acquired Data, or any other information provided by Seller, any of its Affiliates, or any of its respective Entity Representatives to Purchaser, its Entity Representatives, or their respective representatives, agents, or attorneys.

• Purchaser shall not destroy or otherwise dispose of any Acquired Records related to or would be reasonably be likely to relate to the determination of or payment of any Taxes for which Seller is responsible for hereunder for a period of seven years after the Closing without providing Seller reasonable written notice and an opportunity to copy any such Acquired Records.

More Definitions of Acquired Records

Acquired Records means all the files, books, records (including service, production, maintenance, customer and vendor records), and ledgers or other similar information (in any form or medium) used or held for use in the Business, including manuals, correspondence, price lists, customer lists, mailing lists, purchasing materials and records, papers, construction and engineering maps and data, schematics and blueprints, and other similar data, except for the materials, data or information retained by Seller pursuant to Section 2.2, provided that, “Acquired Records” shall be deemed to include any and all construction and engineering maps applicable to areas which are outside the geographical area actually served by the applicable System, but are contiguous to the geographical area actually served by the applicable System.

Acquired Records means all the files, books, records, manuals, correspondence, price lists, customer lists, mailing lists, purchasing materials and records, papers, construction and engineering maps and data, schematics and blueprints pertaining to the Systems, and other data owned by Seller as of the Closing and related exclusively to the Systems other than Excluded Records. Some records, including customer records, are contained on Seller's information systems. Acquired Records includes these records only to the extent that they can be reasonably extracted and delivered to Buyer in an electronic format.

Acquired Records means, except to the extent included in Acquired Intellectual Property, all the files, books, records, whether in tangible or intangible form or embodied in any electronic or other format (including service, production, maintenance, customer and vendor records), and ledgers or other similar information (in any form or medium) used or held for use in the Business, including manuals, correspondence, price lists, Customer Proprietary Information, mailing lists, purchasing materials and records, papers, construction, as-built maps and engineering maps and data, schematics and blueprints, and other similar data, except for the materials, data or information retained by Seller pursuant to Section 2.2, provided that, “Acquired Records” shall be deemed to include any and all construction and engineering maps applicable to areas which are outside the geographical area actually served by the System, but are contiguous to the geographical area actually served by the System.

Acquired Records means all (a) lists, records and other information of the Seller pertaining to suppliers and customers of the Business, (b) lists, records and other information of the Seller pertaining to accounts, personnel and referral sources related to the Business, (c) all drawings, plats, specifications, reports, studies, plans, books, ledgers, files, documents, manuals, correspondence, business and accounting records of every kind (including all financial, business and marketing plans) and other materials of, or maintained for, the Business, (d) advertising, marketing and promotional materials related to the Business, and (e) all other printed or written materials, in each case owned by the Seller, in any form or medium, related to the Business.

Acquired Records means all (a) lists, records and other information of the Seller pertaining to suppliers and customers of the Acquired Business, (b) lists, records and other information of the Seller pertaining to accounts, personnel and referral sources related to the Acquired Business, (c) all drawings, plats, specifications, reports, studies, plans, books, ledgers, files, documents, manuals, correspondence, business and accounting records of every kind (including all financial, business and marketing plans) and other materials of, or maintained for, the Acquired Business, (d) advertising, marketing and promotional materials related to the Acquired Business, and (e) all other printed or written materials, in each case owned by the Seller, in any form or medium, related to the Acquired Business.

Acquired Records means all files, documents, instruments, papers, books and records (whether in paper, digital or other tangible or intangible form) that at the time of the Closing primarily relate to the Acquired Business, including all of the Acquired Business’s financial records, Tax records (other than income tax records), technical information, operating and production records, quality control records, blueprints, research and development notebooks and files, customer credit data, manuals, engineering and scientific data, sales and promotional literature, drawings, technical plans, business plans, budgets, price lists, lists of customers and suppliers and human resources and employee benefits data.

Acquired Records has the meaning set forth in Section 6.5.