Common use of Access After Closing Clause in Contracts

Access After Closing. (a) Purchaser and Seller agree to retain all accounting (including, without limitation, accountants' work papers), business, financial and tax records in their possession (i) relating to the Purchased Assets in existence on the Closing Date and either sold to Purchaser hereunder, or (ii) coming into existence after the Closing Date which relate to the Purchased Assets for pre-Closing periods, in each case for a period of three years from the Closing Date, provided that, after such date, each party shall make reasonable arrangements for the other party's continued access to such records. In addition, from and after the Closing Date, Purchaser and Seller agree that, subject to receiving appropriate assurances of confidentiality and restrictions on use, they will not unreasonably withhold access by the other party and its attorneys, accountants and other representatives (after reasonable notice and during normal business hours), to such personnel, books, records and documents relating to the Purchased Assets as the other party may reasonably deem necessary to properly prepare for, file, prove, answer, prosecute and/or defend any financial statements, tax return, filing, audit, judicial or administrative proceeding, protest, claim, suit, inquiry or other proceeding.

Access After Closing. (a) Each of Purchaser and Seller agree to retain all accounting (including, without limitation, accountants' work papers)accounting, business, financial and tax records in their its possession (i) relating to the Purchased Assets in existence on the Closing Date and either sold to Purchaser hereunder, or (ii) coming into existence after the Closing Date which relate to the Purchased Assets for pre-Closing periods, in each case for a period of three years from the Closing Date, provided that, after such date, each party shall make reasonable arrangements for the other party's continued access to any such recordsrecords which it does not otherwise destroy under its normal document retention policies. Prior to any liquidation, Seller shall take all steps reasonably necessary to provide Purchaser with continued access to such records following such liquidation. In addition, from and after the Closing Date, Purchaser and Seller agree that, subject to receiving appropriate assurances of confidentiality and restrictions on use, they each will not unreasonably withhold access by the other party and its attorneys, accountants and other representatives (after reasonable notice and during at times to be mutually agreed, provided that such access does not disrupt the normal business hoursoperations of the other party), to such personnel, books, records and documents relating to the Purchased Assets as the other party may reasonably deem necessary to properly prepare for, file, prove, answer, prosecute and/or defend any financial statements, tax return, filing, audit, judicial or administrative proceeding, protest, claim, suit, inquiry or other proceedingproceeding relating to the Assets.

Access After Closing. (a) Purchaser and Seller agree to retain all accounting (including, without limitation, accountants' work papers), business, financial and tax Tax records in their possession (i) relating to the Purchased Assets in existence on the Closing Date and either sold to Purchaser hereunderhereunder or retained by Seller thereafter, as the case may be, or (ii) coming into existence after the Closing Date which relate to the Purchased Assets for pre-Closing periods, in each case for a period of three years from the Closing Date, provided that, after such date, each party shall make reasonable arrangements for the other party's continued access to such records. In addition, from and after the Closing Date, Purchaser and Seller agree that, subject to receiving appropriate assurances of confidentiality and restrictions on use, they will not unreasonably withhold access by the other party and its attorneys, accountants and other representatives (after reasonable notice and during normal business hours), to such personnel, books, records and documents relating to the Purchased Assets as the other party may reasonably deem necessary to properly prepare for, file, prove, answer, prosecute and/or defend any financial statements, tax return, filing, audit, judicial or administrative proceeding, protest, claim, suit, inquiry or other proceeding.

Access After Closing. (a) Purchaser and Seller the shareholders agree to retain all accounting (including, without limitation, accountants' work papers), business, financial and tax Tax records in their its possession (i) relating to the Purchased Assets Seller's business as conducted and in existence on the Closing Date and either sold to Purchaser hereunderhereunder or retained by shareholders thereafter, as the case may be, or (ii) coming into existence after the Closing Date which relate to the Purchased Assets Seller's business for pre-Closing periods, in each case for a period of three years from the Closing Date, provided that, after such date, each party shall make reasonable arrangements for the other party's continued access to such records. In addition, from and after the Closing Date, Purchaser and the Seller agree that, subject to receiving appropriate assurances of confidentiality and restrictions on use, they will not unreasonably withhold access by the other party and its attorneys, accountants and other representatives (after reasonable notice and during normal business hours), to such personnel, books, records and documents relating to the Purchased Assets Seller's business as the other party may reasonably deem necessary to properly prepare for, file, prove, answer, prosecute and/or defend any financial statements, tax Tax return, filing, audit, judicial or administrative proceeding, protest, claim, suit, inquiry or other proceeding.

Access After Closing. (a) Purchaser and Seller each of the Sellers agree to retain all accounting (including, without limitation, accountants' work papers), business, financial and tax Tax records in their its possession (i) relating to the Purchased Assets Business in existence on the Closing Date and either sold to Purchaser hereunderhereunder or retained by Sellers thereafter, as the case may be, or (ii) coming into existence after the Closing Date which relate to the Purchased Assets Business for pre-Closing periods, in each case for a period of three years from the Closing Date, provided that, after such date, each party shall make reasonable arrangements for the other party's continued access to such records. In addition, from and after the Closing Date, Purchaser and Seller each of the Sellers agree that, subject to receiving appropriate assurances of confidentiality and restrictions on use, they will not unreasonably withhold access by the other party and its attorneys, accountants and other representatives (after reasonable notice and during normal business hours), to such personnel, books, records and documents relating to the Purchased Assets Business as the other party may reasonably deem necessary to properly prepare for, file, prove, answer, prosecute and/or defend any financial statements, tax Tax return, filing, audit, judicial or administrative proceeding, protest, claim, suit, inquiry or other proceeding.