Access to Information and Records. The Sellers agree that during the period after the date hereof and prior to the Closing, Purchaser, its counsel, accountants and other representatives shall be provided (i) reasonable access during normal business hours to all of the properties, books, records, contracts and documents of the Company for the purpose of such inspection, investigation and testing as Purchaser deems appropriate (and Sellers shall furnish or cause to be furnished to Purchaser and its representatives all information with respect to the business and affairs of the Company as Purchaser may reasonably request); (ii) reasonable access to employees and agents of the Company for such meetings and communications as Purchaser reasonably desires; and (iii) with the prior consent of the Company in each instance (which consent shall not be unreasonably withheld), access to vendors, customers, and others having business dealings with the Company.
Access to Information and Records. At all times prior to the Closing Date, the Seller shall give Buyer, its counsel, accountants and other representatives (i) access during normal business hours to all of the properties, books, records, contracts and documents of the Seller for the purpose of such inspection, investigation and testing as Buyer deems appropriate (and the Seller shall furnish or cause to be furnished to Buyer and its representatives all information with respect to the business and affairs of the Seller as Buyer may request); (ii) access to employees, agents and representatives for the purposes of such meetings and communications as Buyer reasonably desires; and (iii) access to creditors, vendors, customers, manufacturers of its machinery and equipment, and others having business dealings with the Seller, SFC, Forrest Smith or Kimberly Smith, it being the intent of the parties that Buyer shall have the right to discuss such matters as Outback determines appropriate for the purpose of facilitating the completion of the transactions contemplated herein, including the termination of the Franchise Agreements, the Settlement Agreement and the Asset Purchase Agreement, and the terms of the transactions provided for therein, with all creditors of Seller, SFC, Forrest Smith or Kimberly Smith .
Access to Information and Records. After the Closing, each party will afford the other party, its counsel, accountants and other representatives, during normal business hours, reasonable access to the books, records and other data in such party’s possession relating directly or indirectly to the properties, liabilities or operations of the Business, with respect to periods prior to the Closing, and the right to make copies and extracts therefrom, to the extent that such access may be reasonably required by the requesting party for any proper business purpose. Each party agrees for a period extending six years after the Closing not to destroy or otherwise dispose of any such records without first offering in writing to surrender such records to the other party, which party shall have ten (10) days after such offer to agree in writing to take possession thereof.
Access to Information and Records. Provider agrees that (a) Company (including Company’s authorized designee) and Government Sponsors shall have access to all data and information obtained, created or collected by Provider related to Members and necessary for payment of claims, including without limitation Confidential Information (“Information”); (b) Company (including Company’s authorized designee), Government Sponsors and Federal, state, and local governmental authorities and their agents having jurisdiction, upon request, shall have access to all books, records and other papers (including, but not limited to, contracts and financial records) and information relating to this Agreement and to those services rendered by Provider to Members (“Records”); (c) Company or its agents or designees shall have access to records for the purpose of audits, assessing quality and performing utilization management functions; (d) applicable Federal and state authorities and their agents shall have access to records for assessing the quality of services or investigating Member grievances or complaints. Provider agrees to supply copies of Information and Records within fourteen (14) days of the receipt of a request, where practicable, and in no event later than the date required by Government Sponsor directives and any applicable law or regulatory authority. This Section 5.3.2 shall survive the termination of this Agreement, regardless of the cause of termination.
Access to Information and Records. Except as may be deemed appropriate to ensure compliance with respect to any applicable Laws (including, without limitation, any antitrust regulations) and subject to any confidentiality obligations or applicable privileges (including, without limitation, the attorney-client privilege), from the Date of Execution until the Closing Date, Seller (a) will give Buyer and its authorized representatives reasonable access to the offices, properties, books, and records of Seller relating to the Transferred Assets during normal business hours and upon reasonable prior notice; (b) will furnish to Buyer and its authorized representatives such financial and operating data and other information relating to the Transferred Assets as Buyer may reasonably request; and (c) will instruct its employees and representatives to cooperate with Buyer in its investigation of the Transferred Assets, all for the purpose of enabling Buyer and its authorized representatives to conduct, at their own expense, business and financial reviews, investigations and studies of the Transferred Assets. Notwithstanding the foregoing or any other provision of this Agreement, Buyer shall not have access to such price and other competitive information as may invoke antitrust or similar legal restrictions. For a period of two (2) years after the Closing Date, each Party shall use its good faith reasonable efforts to provide to the other Party and its representatives at the other Party's expense, information reasonably requested by the other Party relating to the Transferred Assets to the extent required by the other Party to permit the other Party to determine any matter relating to its rights and obligations under the Operative Agreements and its compliance with applicable Tax and financial reporting requirements. Any requests pursuant to this Section 7.3. shall be at the expense of the requesting Party.
Access to Information and Records. Subject to the procedures set forth below, at or prior to the Closing Date, the Buyer shall be entitled, through its respective representatives, advisers, accountants, consultants, agents and attorneys, to make such investigation of the Solar Facility and Seller and such examination of the books, records, Tax Returns, other data and information, facilities, properties, financial condition and operations of Seller as the Buyer may reasonably request. Any such investigation and examination shall be conducted during normal Solar Facility hours and under reasonable circumstances, and Seller shall reasonably cooperate therein, and shall cause its Affiliates and their respective representatives to reasonably cooperate.
Access to Information and Records. Provider acknowledges and understands that state authorities, such as DHH, the State Auditor's Office and the Louisiana Attorney General's Office, shall have the right to evaluate, through audit, inspection or other means, whether announced or unannounced, any records pertinent to the State Contract and this Agreement, including documents related to the quality, appropriateness and timeliness of services and the timeliness and accuracy of encounter data and Claims submitted to Company. Such evaluation, when performed, shall be performed with the cooperation of Provider. Upon request, Provider shall assist in such review.