Access to Information after Closing. As of 31 May 2015, Seller shall, and shall cause Lessee to, afford to Purchaser and its representatives access to accounting, financial and other records or information relating to the Company which are available to the Sellers and to Lessee and shall further, to the extent that such records or information relate to the Company, provide them copies thereof at their specific request and at their expense. For the avoidance of doubt, all accounting documents of the Company relating to the business years 2003 to 2014 shall remain with the Sellers to be available for future field audits (Betriebsprüfungen). Sellers and Purchaser shall not, for a period of ten (10) years following the Closing Date, destroy, alter or otherwise dispose of any of such books and records, or any portions thereof relating to the Company and to periods on or prior to the Closing Date and/or matters relating to this Agreement and the transactions contemplated hereby without first giving at least thirty (30) days prior written notice to the respective other Party and offering to surrender to them such books and records or such portions thereof.
Access to Information after Closing. After the Closing Date, the Purchaser shall afford to the Sellers and their representatives access, upon reasonable advance notice, to accounting, financial and other records (and allow them to make copies thereof), as well as to other information, management, employees and auditors of the Companies to the extent necessary for the Sellers in connection with any audit, investigation, dispute or litigation or any other reasonable business purpose of the Sellers. The Purchaser shall keep, and procure that the Companies will keep, all books and records relating to any period prior to the later of the Closing Date and 31 December 2006 in accordance with and during the periods required under applicable law.
Access to Information after Closing. (a) During the six- (6-) year or longer period during which Parent is required to preserve books and records pursuant to Section 8.7, representatives of Seller and its Affiliates shall, upon reasonable advance notice and for any reasonable business purpose, have access during normal business hours to examine, inspect and copy such books and records, as well as access to the directors, officers, employees and any other books and records of the Company and 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 Company and the Subsidiaries prior to the Closing Date. During such six- (6-) year or longer period, Parent shall provide, or cause to be provided to, Seller or its Affiliates, access to the directors, officers, employees and original books and records of the Company and the Subsidiaries as Seller or its Affiliates shall reasonably request in connection with any Action to which Seller or any of its Affiliates is a party or in connection with Requirements of Law applicable to Seller or any of its Affiliates, and Parent shall reasonably cooperate and assist Seller or its Affiliates in connection therewith, including by causing the Company’s and the Subsidiaries’ directors, officers and employees to make themselves available for trial, depositions, interviews and other Action-related litigation endeavors, in each case on terms and conditions reasonably satisfactory to Parent; provided that Seller shall reimburse Parent, the Company and the Subsidiaries, as applicable, for all reasonable out-of-pocket expenses incurred by them (and that they would not otherwise have incurred) in complying with the foregoing requirement. Seller or its Affiliates, as applicable, shall return such original books and records to Parent or such Affiliate as soon as such books and records are no longer needed in connection with the circumstances described in the immediately preceding sentence. After such six- (6-) year or longer period, before Parent or any Affiliate shall dispose of any of such books and records, Parent shall give at least ninety (90) days’ prior written notice of such intention to dispose to Seller, and Seller or any of its Affiliates shall be given an opportunity, at their cost and expense, to remove and retain all or any part of such books and records as it may elect. Notwithstanding the foregoing, (i) Parent shall have no obligations under this Section 8...
Access to Information after Closing. During the period during which Buyer is required to preserve Acquired Records pursuant to Section 6.14, Representatives of Seller and its Affiliates shall, upon reasonable advance written notice and for any reasonable Tax or other bona fide business purpose, have access during normal business hours to examine, inspect and copy such Acquired Records 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. During such period, Buyer shall provide, or cause to be provided to, Seller or its Affiliates, access during normal business hours to the Acquired Records of the Business as Seller or its Affiliates shall reasonably request in writing in connection with any Proceeding to which Seller or any of its Affiliates is a party, in connection with requirements under applicable Law, in connection with any financial or Tax reporting of Seller or any Affiliate thereof or for any other bona fide business purpose, and Buyer shall reasonably cooperate and assist Seller or its Affiliates in connection therewith; provided, that Seller shall reimburse Buyer for all reasonable and documented out-of-pocket expenses incurred by Buyer (and that Buyer would not otherwise have incurred) in complying with the foregoing requirement. After the applicable period, before Buyer
Access to Information after Closing. In order to facilitate the resolution of any claims made by or against or incurred by the Purchasers after the Closing or for any other reasonable purpose, for a period of three (3) years following the Closing, the Sellers and Orthofix shall (a) retain the books and records of the Sellers which relate to the Business and its operations for periods prior to the Closing and which shall not otherwise have been delivered to the Purchasers and (b) upon reasonable notice, afford the officers, employees, agents and representatives of the Purchasers reasonable access (including the right to make photocopies, at the Purchasers’ expense), during normal business hours, to such books and records.
Access to Information after Closing. 6.2.1 Purchaser shall use its best efforts to provide reasonable access to Seller or its representatives to the books, documents, data and information of the Group Companies during normal business hours, insofar as such information is required or relevant to protect the legitimate interests of Seller, particularly in connection with Swedish or United States taxation matters, any requests for or obligations to provide information to the United States Securities and Exchange Commission, or in connection with the requirements of applicable Law, legal disputes with third parties, or for evaluation of and in response to possible claims under this Agreement. If Seller makes use of this right of access, Seller shall (i) reimburse the Group Companies for all reasonable expenses incurred in connection with such access and inspection of documents and (ii) keep such information confidential in accordance with Section 7.3.
Access to Information after Closing. Purchaser shall use its best efforts to provide access to the Seller or its representatives to the books, documents, data and information of the Company during normal business hours, insofar as such information is required or relevant to protect the legitimate interests of the Seller, particularly in connection with Swiss or United States taxation matters, any requests for or obligations to provide information to the United States Securities Exchange Commission, or in connection with the requirements of applicable law, legal disputes with third parties, or for evaluation of and in response to possible claims under this Agreement. If the Seller makes use of this right of access, then Seller shall (a) reimburse the Company for all reasonable expenses occurred in connection with such access and inspection of documents and (b) keep such information confidential in accordance with Section 3.10 and except as required in connection with any legal disputes with third parties or claims under this Agreement. In addition, Purchaser shall use its best effort to deliver to the Seller, no later than the earlier of 21 days after Closing or 10 days after the end of the fiscal quarter in which the Closing takes place, a reporting package using the regular monthly reporting package used by the Company to report its financial results to Seller, except that the balance sheet data will be as of the Closing Date and the statement of operations data will be for the period then ended.
Access to Information after Closing. For a period of three years after the Closing, Seller will give Buyer access to the historical financial and property records of Seller relating to its acquisition, ownership and operation of the Project and Seller agrees that it will not destroy any of the records during any such period of time without the prior written consent of Buyer. During the first year after the Closing, Seller will provide to Buyer such historical financial information with respect to the acquisition, ownership and operation of the Project as Buyer may reasonably request in connection with any reports which its general partner is required to file with the Securities & Exchange Commission or the New York Stock Exchange.
Access to Information after Closing. (a) At any time after the Closing Date Seller and Matria shall give to Purchaser and to its counsel, accountants and other representatives reasonable access during normal business hours and upon reasonable notice to all books, commitments, agreements, records and files of Seller retained by Seller and/or Matria relating to the Business and the Assets.
Access to Information after Closing. Buyer agrees that, for a period of three (3) years after the Closing Date, upon the delivery by any Seller Party of a written request for records in accordance with this Section 4.12, Buyer shall provide Seller Parties during normal business hours reasonable access to and shall permit Seller Parties to make reasonable numbers of copies, at Seller Parties’ expense, of any of the data, books and records of the Business generated by Seller in the course of its operation of the Business prior to Closing. The written request for records shall be delivered no later than three business days in advance of the proposed record review date and shall state the purpose for which the Seller Party intends to use the records. Buyer may decline access to such records if, in Buyer’s reasonable discretion, it determines that the stated purpose of the Seller Party is improper, overly broad, or is made other than in good faith. In any case, such Seller Party’s access shall be limited to the records created prior to Closing, which are germane to the stated purpose.
