Common use of Access to Records and Personnel Clause in Contracts

Access to Records and Personnel. (a) Except as otherwise provided in Section 6.14 herein, the parties shall retain the books, records, documents, instruments, accounts, correspondence, writings, evidences of title and other papers relating to the Business and the Purchased Assets in their possession (the "Books and Records") for at least ten years following the Closing Date or for such longer period as may be required by law or any applicable court order or until the expiration of the relevant representation or warranty under any of the Transaction Documents. (b) The parties will allow each other reasonable access to such Books and Records, and to personnel having knowledge of the whereabouts and/or contents of such Books and Records, for legitimate business reasons, such as the preparation of Tax Returns or the defense of litigation. Each party shall be entitled to recover from the other its out-of-pocket costs (including copying costs) incurred in providing such Books and Records and/or personnel to the other party. The requesting party will hold in confidence all confidential information identified as such by, and obtained from, the disclosing party, any of its officers, agents, representatives or employees, provided, however, that information of the type which would be excluded from the definition of "Information" in accordance with Section 4 of the Confidentiality Agreement shall not be deemed to be confidential information for purposes of this Section 6.5. 58 51

Access to Records and Personnel. (a) Except as otherwise provided in Section 6.14 herein, the The parties shall retain the books, records, documents, instruments, accounts, correspondence, writings, evidences of title and other papers relating to the Business and the Purchased Assets in their possession (the "“Books and Records"”) for at least ten the longer of (i) five (5) years following or (ii) the period of time set forth in their respective records retention policies on the Closing Date or for such longer period as may be required by law or any applicable court order or until the expiration of the relevant representation or warranty under any of the Transaction Documentsorder. (b) The parties will allow each other reasonable access to such Books and Records, and to personnel having knowledge of the whereabouts and/or contents of such Books and Records, for legitimate business reasons, such as the preparation of Tax Returns tax returns or the defense of litigation. Each party shall be entitled to recover from the other its out-of-pocket costs (including including, without limitation, copying costs) incurred after the Closing in providing such Books and Records records and/or personnel to the other party. The requesting party will hold in confidence all confidential information identified as such by, and obtained from, the disclosing party, any of its officers, agents, representatives or employees, provided, however, that information which (i) was in the public domain; (ii) was in fact known to the requesting party prior to disclosure by the disclosing party, its officers, agents, representatives or employees; or (iii) becomes known to the requesting party from or through a third party not under an obligation of non-disclosure to the type which would be excluded from the definition of "Information" in accordance with Section 4 of the Confidentiality Agreement disclosing party, shall not be deemed to be confidential information for purposes of this Section 6.5. 58 51information.

Access to Records and Personnel. (a) Except as otherwise provided in Section 6.14 herein, the parties shall retain the books, records, documents, instruments, accounts, correspondence, writings, evidences of title and other papers relating to the Business and the Purchased Assets in their possession (the "Books and Records") for at least ten years following the Closing Date or for such longer period as may be required by law or any applicable court order or until the expiration of the relevant representation or warranty under any of the Transaction Documents. (b) The parties will allow each other reasonable access to such Books and Records, and to personnel having knowledge of the whereabouts and/or contents of such Books and Records, for legitimate business reasons, such as the preparation of Tax Returns or the defense of litigation. Each party shall be entitled to recover from the other its out-of-pocket costs (including copying costs) incurred in providing such Books and Records and/or personnel to the other party. The requesting party will hold in confidence all confidential information identified as such by, and obtained from, the disclosing party, any of its officers, agents, representatives or employees, provided, however, that information of the type which would be excluded from the definition of "Information" in accordance with Section 4 of the Confidentiality Agreement shall not be deemed to be confidential information for purposes of this Section 6.5. 58 51.

Access to Records and Personnel. (a) Except as otherwise provided in Section 6.14 herein, the The parties shall retain the books, recordsBooks and Records, documents, instruments, accounts, correspondence, writings, evidences of title and other papers relating to the Business Brands and the Purchased Assets in their possession (for the "Books and Records") for at least ten years following period of time set forth in their respective records retention policies on the Closing Date or for such longer period as may be required by law or any applicable court order or until the expiration of the relevant representation or warranty under any of the Transaction Documentsorder. (b) The parties will allow each other (and Buyer shall allow to Borden) reasonable access to such Books and RecordsReco▇▇▇ ▇▇d other documents, and to personnel having knowledge of the whereabouts and/or contents of such Books and RecordsRecords and other documents, for legitimate business reasons, such as the preparation of Tax Returns financial statements, tax returns or the defense of litigationlitigation or tax audits. Each party shall be entitled to recover from the other its out-of-pocket costs (including including, without limitation, copying costs) incurred in providing such Books and Records records and/or personnel to the other party. The requesting party will hold in confidence all confidential information identified as such by, and obtained from, the disclosing party, any of its officers, agents, representatives or employees, provided, however, that information which was (i) in the public domain; (ii) was in fact known to the requesting party prior to disclosure by the disclosing party, its officers, agents, representatives or employees; or (iii) becomes known to the requesting party from or through a third party not under an obligation of non-disclosure to the type which would be excluded from the definition of "Information" in accordance with Section 4 of the Confidentiality Agreement disclosing party, shall not be deemed to be confidential information for purposes of this Section 6.5. 58 51information.