Common use of Files and Records Clause in Contracts

Files and Records. (a) As soon as reasonably practicable (and, in any event, no later than fifteen (15) Business Days after the Closing), Seller shall deliver (and shall cause its affiliates to deliver) the Records to Buyer at Seller’s offices (or the offices of any of its affiliates), and Buyer shall have ten (10) Business Days after the first day Seller makes the Records available to Buyer to remove the Records from Seller’s offices (or the offices of any of its affiliates). Notwithstanding the foregoing or any other provision in this Agreement to the contrary, from and after the Closing, Seller (and its affiliates) may retain a copy of any or all of the Records.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Sandridge Energy Inc), Purchase and Sale Agreement

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Files and Records. (a) As soon as reasonably practicable (and, after Closing and in any event, no event later than fifteen ten (1510) Business Days days after the Closing), Seller shall deliver (and shall cause its affiliates Affiliates to deliver) the Records to Buyer at Seller’s offices (or the offices of any of its affiliatesAffiliates), and Buyer shall have ten (10) Business Days after (commencing on the first day after Buyer receives notice from Seller makes that the Records are available to Buyer Buyer) to remove the Records from Seller’s offices (or the offices of any of its affiliatesAffiliates). Notwithstanding the foregoing or any other provision in this Agreement to the contrary, from and after the Closing, Seller (and its affiliatesAffiliates) may retain a copy of any or all of the Records.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Kodiak Oil & Gas Corp), Purchase and Sale Agreement (Kodiak Oil & Gas Corp)

Files and Records. (a) As soon as reasonably practicable (and, in any event, no later than fifteen (15) Business Days business days after the Closing), Seller shall deliver (and shall cause its affiliates to deliver) the Records to Buyer at Seller’s offices (or the offices of any of its affiliates), and Buyer shall have ten five (105) Business Days business days after the first day Seller makes the Records available to Buyer to remove the Records from Seller’s offices (or the offices of any of its affiliates). Notwithstanding the foregoing or any other provision in this Agreement to the contrary, from and after the Closing, Seller (and its affiliates) may retain a copy of any or all of the Records.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Linn Energy, LLC)

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Files and Records. (a) As soon as reasonably practicable (and, in any event, no later than fifteen thirty (1530) Business Days after the Closing), Seller shall deliver (and shall cause its affiliates Affiliates to deliver) the Records to Buyer at Seller’s offices (or the offices of any of its affiliatesAffiliates), and Buyer shall have ten five (105) Business Days after the first day Seller makes the Records available to Buyer to remove the Records from Seller’s offices (or the offices of any of its affiliatesAffiliates). Notwithstanding the foregoing or any other provision in this Agreement to the contrary, from and after the Closing, Seller (and its affiliatesAffiliates) may retain a copy of any or all of the Records.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Diamondback Energy, Inc.)

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