Transferred Records has the meaning set forth in Section 2.2(a)(iv).
Transferred Records has the meaning set forth in Section 1.1(h). “Transition Patients” has the meaning set forth in Section 6.11.
Transferred Records means, to the extent in the possession or control of Seller: copies of all books and records, files and documents, including, but not limited to, general ledger and related source documents, diagrams, drawings, specifications, technical data (other than correspondence solely relating to Liabilities that are not Assumed Liabilities) and reports with respect to the Equipment, in each case, to the extent exclusively related to the Equipment; provided, that “Transferred Records” shall exclude (x) Tax Returns (including any work product related to such Tax Returns) and (y) any Transferred Records to the extent required under applicable Law regarding privacy.
Examples of Transferred Records in a sentence
After the Closing Date, SEARHC shall retain the Transferred Records for a period consistent with SEARHC’s record retention policies and practices, but in any event for at least the minimum period for which such Transferred Records are required to be retained under applicable Laws.
Seller and its Affiliates shall have the right to retain copies of all Transferred Records relating to periods ending on or prior to the Closing Date.
For a period of three (3) years after the Closing Date, Seller shall retain the Retained Records and Buyer shall retain the Transferred Records.
Seller Parties shall have no obligation to deliver any copies of the Transferred Records or the Transferred Regulatory Documentation to Buyer other than electronic copies (except to the extent electronic copies of such Transferred Records or Transferred Regulatory Documentation do not exist).
If Buyer desires to dispose of any of the Transferred Records prior to the expiration of such [***] period, Buyer shall, prior to such disposition, give Seller Parties a reasonable opportunity, at Seller Parties’ expense, to separate and remove such Transferred Records as Seller Parties shall select.
More Definitions of Transferred Records
Transferred Records means, to the extent in the possession or control of Seller: (i) copies of all books and records, files and documents, including, but not limited to, general ledger and related source documents, copies of all marketing studies (if any), consultant reports, studies, surveys, analyses, designs, diagrams, drawings, specifications, technical data, production and quality control records and formulation records (the “Books and Records”), in each case, to the extent exclusively related to the Products; (ii) Sales and Marketing Materials; (iii) Regulatory Filings and Regulatory Approvals; and (iv) copies of all Books and Records relating primarily to the Products which may be redacted to the extent not related to such Products; provided, that “Transferred Records” shall exclude (x) Tax Returns (including any work product related to such Tax Returns) and (y) any Books and Records to the extent required under applicable Law regarding privacy.
Transferred Records means all books, records and recorded information maintained by Seller Parties or any of their Affiliates (including any copies (electronic or otherwise) thereof) as of the Closing Date relating [***] to the Lead Compound, Additional Compound or the Transferred Assets, including those listed on Schedule 1.1(D); provided, that Seller Parties shall have the right to (and will upon the reasonable request of Buyer) modify Schedule 1.1(D) prior to Closing only to include any additional Transferred Records.
Transferred Records means all Records in the possession and control of Sellers, to the extent a transfer is permitted by Law, to the extent (and solely to the extent) that they relate exclusively to (i) the Transferred Assets, (ii) the Purchased Subsidiary, (iii) the Assumed Liabilities or (iv) the Business (but excluding Records not reasonably separable from documents or reports that do not relate to the Business); provided, however, that if any Records contain any information of Sellers or any of their respective Affiliates not related to the Business or not related to the employment of the Transferred Employees, Sellers may elect to redact those portions of such Records to the extent pertaining to such other information or, in Sellers’ sole discretion, Sellers may deliver unredacted copies of such Records containing information not related to the Business or not related to the employment of the Transferred Employees but such information shall be subject to the confidentiality provisions of this Agreement, shall remain the property of Sellers, and Buyer shall have no rights with respect to such information; provided, further, that Transferred Records shall not include any Tax Return or other Tax records, other than those (or portions thereof) Tax Returns that do not relate to income Taxes and that relate exclusively to the Business, the Transferred Assets, the Purchased Subsidiary or the Assumed Liabilities.
Transferred Records means all Records in the possession and control of the Company or its Subsidiaries, to the extent a transfer is permitted by Law, to the extent (and solely to the extent) that they relate to (i) the Transferred Assets, (ii) the Assumed Liabilities or (iii) the Business; provided, however, that if any Records contain any information of Sellers or any of their respective Affiliates not related to the Business or not related to the employment of the Transferred Employees, Sellers may elect to redact those portions of such Records to the extent pertaining to such other information or, in Sellers’ discretion, Sellers may deliver unredacted copies of such Records containing information not related to the Business or not related to the employment of the Transferred Employees but such information shall be subject to the confidentiality provisions of this Agreement, shall remain the property of the Sellers, and Buyer shall have no rights with respect to such information; provided, further, that Transferred Records shall not include any Tax Return or other Tax records, other than those (or portions thereof) relating exclusively to the Business, the Transferred Assets or the Assumed Liabilities.
Transferred Records means all Records in the possession and control of Seller or its Subsidiaries, to the extent a transfer is permitted by Law and to the extent that they relate to (a) the Transferred Assets or (b) the Assumed Liabilities; provided, however, that, if any Records contain any information of Seller or any of its Affiliates not related to the Transferred Assets or the Assumed Liabilities, Seller may elect to redact those portions of such Records to the extent pertaining to such other information or, in Seller’s discretion, Seller may deliver unredacted copies of such Records containing information not related to the Transferred Assets, or the Assumed Liabilities but such information shall be subject to the confidentiality provisions of this Agreement, shall remain the property of Seller, and Buyer shall have no rights with respect to such information; provided, further, that Transferred Records shall not include any Tax Return or other Tax records, such as closing agreements, settlements or other legal arrangements, other than those (or portions thereof) relating to the Transferred Assets or the Assumed Liabilities (including as may affect the tax basis or recovery of such); provided, further, that Seller and its Subsidiaries shall be permitted to retain copies of all such Transferred Records (subject to Section 5.8).
Transferred Records has the meaning set forth in Section 2.02(a)(xii).
Transferred Records means all files and records of any of Sellers and their Subsidiaries generated by them in the course of their conduct of the Business, whether in paper or electronic form, exclusive of "Retained Records".