Access to Records after Closing Sample Clauses

Access to Records after Closing. (a) For a period of six years after the Closing Date, Seller and its representatives shall have reasonable access to all of the books and records of the Business transferred to Buyer hereunder 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. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 11.6(a). If Buyer shall desire to dispose of any of such books and records prior to the expiration of such six-year period, it shall, prior to such disposition, give Seller a reasonable opportunity, at Seller’s expense, to segregate and remove such books and records as the other party may select.
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Access to Records after Closing. (a) For a period of six (6) years after the Closing Date, the Seller Parties and their representatives shall have reasonable access to all of the books and records of the Business transferred to the Buyer hereunder to the extent that such access may reasonably be required by the Seller Parties in connection with matters relating to or affected by the operations of the Business prior to the Closing Date. Such access shall be afforded by the Buyer upon receipt of reasonable advance notice and during normal business hours. The Seller Parties shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 11.7(a). If the Buyer shall desire to dispose of any of such books and records prior to the expiration of such six (6) year period, it shall, prior to such disposition, give the Seller Parties a reasonable opportunity, at the Seller Parties' expense, to segregate and remove such books and records as the other party may select.
Access to Records after Closing. (a) For a period of seven years after the Closing Date, Seller’s Representatives shall have reasonable access to all of the books and records of Seller to the extent that such access may reasonably be required in connection with matters relating to or affected by the operations of Seller prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 6.13. If Buyer shall desire to dispose of any of such books and records prior to the expiration of such seven year period, Buyer shall, prior to such disposition, give Seller’s Representative a reasonable opportunity, at Seller’s expense, to segregate and remove such books and records as Seller’s Representative may select.
Access to Records after Closing. For a period of five (5) years after the Closing Date, Sellers and their representatives shall have reasonable access to all of the books and records of the Harvxx Xxxertainment Business purchased by Purchaser hereunder to the extent that such access may reasonably be required by Sellers in connection with the matters relating to or affected by the operations of the Harvxx Xxxertainment Business prior to the Closing Date. Such access shall be afforded by Purchaser after receipt of reasonable advanced notice and during normal business hours. Sellers shall be solely responsible for any costs or expenses incurred by them pursuant to this Section 5.17. If Purchaser desires to dispose of any of such books and records prior to the expiration of such five (5) year period, Purchaser shall, prior to such disposition, give Sellers a reasonable opportunity, at Sellers' expense, to segregate and remove such books and records as Sellers may select. For a period of five (5) years after the Closing Date, Purchaser and its representatives shall have reasonable access to all of the books and records of the Harvxx Xxxertainment Business that Sellers may retain after the Closing Date. Such access shall be afforded by Sellers after receipt of reasonable advanced notice and during normal business hours. Purchaser shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 5.17. If any Seller desires to dispose of any of such books and records prior to the expiration of such five (5) year period, such Seller shall, prior to such disposition, give Purchaser a reasonable opportunity, at Purchaser's expense, to segregate and remove such books and records as Purchaser may select.
Access to Records after Closing. Subject to Section 11.2, for a period of six (6) years after the Closing Date, Seller and its representatives shall have reasonable access to all of the books and records of the Acquired Companies to the extent that such access may reasonably be required by Seller in connection with any matter relating to or affected by the operations of the Acquired Companies on or prior to the Closing Date; provided, however, that Buyer shall not be required to violate any obligation of confidentiality to which Buyer or any Acquired Company is subject or to waive any privilege which any of them may possess in discharging its obligations pursuant to this Section 11.6; provided further, however, that in any such case, Buyer shall, and shall cause any applicable Acquired Company to, reasonably cooperate with Seller to seek an appropriate remedy to permit the access contemplated hereby. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours; provided, however, that Seller acknowledges and agrees that such access shall not interfere unreasonably with the operations of the Acquired Companies or Buyer. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 11.6. If Buyer or the Acquired Companies shall desire to dispose of any of such books and records prior to the expiration of such six (6) year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller’s expense, to segregate and remove such books and records as Seller may select.
Access to Records after Closing. For a period of six years after the Closing Date, Sellers and its Representatives shall have reasonable access to all of the books and records of the Business transferred to Buyer hereunder to the extent that such access may reasonably be required by Sellers in connection with matters relating to or affected by the operations of the Business prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Sellers shall be solely responsible for any costs or expenses incurred by them pursuant to this Section 11.7.
Access to Records after Closing. Each Party agrees to preserve all records relating to the transactions contemplated by this Agreement for six (6) years after the Closing. Upon reasonable notice, subject to Section 7.1, each Party shall allow representatives of the others access to such records and the making of copies thereof during regular business hours at such Party’s place of business solely with respect to this Section 7.15 for the following purposes: (i) to gather information for preparing tax returns; (ii) to verify any of the representations or warranties contained in this Agreement, or confirm compliance with any of the covenants contained in this Agreement; or (iii) to comply with any audit, request, subpoena, or other investigative demand by any government authority.
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Access to Records after Closing. (a) For a period of six years after the Closing Date, Seller and its representatives shall have reasonable access to all of the books and records of the Purchased Entities, the Assets and the Business 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 Purchased Entities, the Assets or the Business prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs or expenses incurred by it pursuant to this SECTION 13.6(A). If Buyer shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller may select.
Access to Records after Closing. (a) For a period of ------------------------------- six years after the Closing Date, Parent and its representatives shall have reasonable access to all of the books and records of the Companies to the extent that such access may reasonably be required by Parent in connection with matters relating to or affected by the operations of the Companies prior to the Closing Date. Such access shall be afforded by Buyer upon receipt of reasonable advance notice and during normal business hours. Parent shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 13.6(a). If Buyer --------------- or the Companies shall desire to dispose of any of such books and records prior to the expiration of such six-year period, Buyer shall, prior to such disposition, give Parent a reasonable opportunity, at Parent's expense, to segregate and remove such books and records as Parent may select.
Access to Records after Closing. For a period of six (6) years after the Closing Date, Seller and its representatives, on the one hand, and Buyer and its Affiliates on the other hand, shall have reasonable access to all of the books and records of the Company and the Subsidiaries in the possession of the other party (including those books and records of the Company primarily related to the Retained Assets and the Retained Liabilities to the extent such retained books and records relate to any of the theatres, properties, assets or Liabilities transferred to Buyer at Closing) to the extent that such access may reasonably be required by Seller or Buyer, as applicable, including in connection with any Proceeding before any Governmental Body or with respect to Taxes, in each case to the extent related to the operations of the Company and the Subsidiaries on or prior to the Closing Date. Such access shall be afforded by Buyer or Seller, as applicable, upon receipt of reasonable advance notice and during normal business hours. Buyer or Seller, as applicable, shall be solely responsible for any costs or expenses incurred by it pursuant to this Section 12.5. If Seller, on the one hand, or Buyer or the Company on the other hand, shall desire to dispose of any of such books and records prior to the expiration of such 6-year period, such party shall, prior to such disposition, give the other party a reasonable opportunity, at such other party's expense, to segregate and remove such books and records as such other party may select.
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