Common use of Employment Records Clause in Contracts

Employment Records. The Parties agree that on or within a reasonable time period after the Distribution Date, Motorola or its Affiliates, as applicable, shall provide to Freescale or its Affiliates, as applicable, all employment records for the Transferred Employees required to be kept under applicable law or necessary for the conduct of the Freescale business, provided (a) that such records shall not include any records to the extent such a transfer would violate applicable law or cause Motorola or its Affiliates, as applicable, to break any agreement with a third party, and (b) that such records are in the possession of Motorola or its Affiliates, as applicable. Motorola and/or the Motorola Affiliates may make, at its expense, and keep copies of such records. After the Distribution Date, as may be necessary for any business purpose of Motorola or its Affiliates or to permit Motorola or its Affiliates to respond to any government inquiry or audit, defend any claim or lawsuit or administer any Employee Benefit Plan, Freescale will or will cause applicable Affiliate to allow Motorola or its Affiliates, as applicable, reasonable access to and, if requested, copies of any records relating to such employees. Motorola shall be responsible for the cost associated with the production and copies of such requested documents. Employment records of employees who terminate employment with Motorola and its Affiliates in the SPS Business prior to the Reorganization Date shall not be transferred to Freescale; provided, that Motorola shall provide Freescale with reasonable access to such records of such employees, and if requested, copies of such records, as may be necessary to permit Freescale to respond to any government inquiry or audit, defend any claim or lawsuit related to any Employee Benefit Plan, or for any business purpose of Freescale. Freescale shall be responsible for the cost associated with the production and copies of such requested documents. Freescale acknowledges that Motorola is under no obligation to retain these records for a period of time which exceeds Motorola’s internal document retention policy, or applicable law, whichever is greater.