Common use of Maintenance and Access to Records Clause in Contracts

Maintenance and Access to Records. For a period of three (3) years after the Closing Date, the Purchaser shall, or shall cause the Surviving Corporation and each of its Subsidiaries to, maintain all books and records maintained by the Company or any such Subsidiary on or prior to the Closing Date and shall permit the Seller or their respective representatives and agents access to all such books and records, and to the Surviving Corporation's and its Subsidiaries' employees and auditors for the purpose of obtaining information relating to periods on or prior to the Closing Date, upon reasonable notice by the Seller and on terms not disruptive to the business, operation or employees of the Purchaser, the Surviving Corporation, the Company or any of their respective Subsidiaries, to assist the Seller in (i) completing any tax or regulatory filings or financial statements required or appropriate to be made by the Seller after the Closing Date or in completing any other reasonable and customary business objective, (ii) prosecuting or defending on behalf of the Seller, the Company or any of its Subsidiaries any litigation controlled by the Seller or (iii) complying with requests made of the Seller by any Taxing Authority or any Governmental or Regulatory Authority conducting an audit, investigation or inquiry relating to the Company's or any of its Subsidiaries' activities during periods prior to the Closing Date. The Seller will hold all information provided to them pursuant to this Section 12.1 (and any information derived therefrom) in confidence to the same extent as required by Section 8.1 of this Agreement with respect to Confidential Information.

Maintenance and Access to Records. For a period of three (3) years after the Closing Date, the Purchaser shall, or shall cause the Surviving Corporation and each of its Subsidiaries to, maintain all books and records maintained by the Company or any such Subsidiary on or prior to the Closing Date and shall permit the Seller Sellers or their respective representatives and agents access to all such books and records, and to the Surviving Corporation's and its Subsidiaries' employees and auditors for the purpose of obtaining information relating to periods on or prior to the Closing Date, upon reasonable notice by the Seller Sellers and on terms not disruptive to the business, operation or employees of the Purchaser, the Surviving Corporation, the Company or any of their respective Subsidiaries, to assist the Seller Sellers in (i) completing any tax or regulatory filings or financial statements required or appropriate to be made by the Seller Sellers after the Closing Date or in completing any other reasonable and customary business objective, (ii) prosecuting or defending on behalf of the SellerSellers, the Company or any of its Subsidiaries any litigation controlled by the Seller Sellers or (iii) complying with requests made of any of the Seller Sellers by any Taxing Authority or any Governmental or Regulatory Authority conducting an audit, investigation or inquiry relating to the Company's or any of its Subsidiaries' activities during periods prior to the Closing Date. The Seller Each of the Sellers will hold all information provided to them pursuant to this Section 12.1 (and any information derived therefrom) in confidence to the same extent as required by Section 8.1 of this Agreement with respect to Confidential Information.

Maintenance and Access to Records. For a period of three (3) years after the Closing Date, the Purchaser shall, or shall cause the Surviving Corporation and each of its Subsidiaries to, maintain all books and records maintained by the Company Surviving Corporation or any such Subsidiary on or prior to the Closing Date and shall permit the Seller Sellers or their respective representatives and agents access to all such books and records, and to the Surviving Corporation's and its Subsidiaries' employees and auditors for the purpose of obtaining information relating to periods on or prior to the Closing Date, upon reasonable notice by the Seller Sellers and on terms not disruptive to the business, operation or employees of the Purchaser, the Surviving Corporation, the Company or any of their respective Subsidiaries, to assist the Seller Sellers in (i) completing any tax or regulatory filings or financial statements required or appropriate to be made by the Seller Sellers after the Closing Date or in completing any other reasonable and customary business objective, (ii) prosecuting or defending on behalf of the SellerSellers, the Company or any of its Subsidiaries any litigation controlled by the Seller Sellers or (iii) complying with requests made of any of the Seller Sellers by any Taxing Authority or any Governmental or Regulatory Authority conducting an audit, investigation or inquiry relating to the Company's or any of its Subsidiaries' activities during periods prior to the Closing Date. The Seller Each of the Sellers will hold all information provided to them pursuant to this Section 12.1 (and any information derived therefrom) in confidence to the same extent as required by Section 8.1 of this Agreement with respect to Confidential Information.

Maintenance and Access to Records. For a period of three (3) years after the Closing Date, the Purchaser shall, or shall cause the Surviving Corporation Company and each of its Subsidiaries to, maintain all books and records maintained by the Company or any such Subsidiary on or prior to the Closing Date and shall permit the Seller or their respective his representatives and agents access to all such books and records, and to the Surviving CorporationCompany's and its Subsidiaries' employees and auditors for the purpose of obtaining information relating to periods on or prior to the Closing Date, upon reasonable notice by the Seller and on terms not disruptive to the business, operation or employees of the Purchaser, the Surviving Corporation, the Company or any of their respective Subsidiaries, to assist the Seller in (i) completing any tax or regulatory filings or financial statements required or appropriate to be made by the Seller after the Closing Date or in completing any other reasonable and customary business objective, (ii) prosecuting or defending on behalf of the Seller, the Company or any of its Subsidiaries any litigation controlled by the Seller or (iii) complying with requests made of the Seller by any Taxing Authority or any Governmental or Regulatory Authority conducting an audit, investigation or inquiry relating to the Company's or any of its Subsidiaries' activities during periods prior to the Closing Date. The Seller will hold all information provided to them pursuant to this Section 12.1 (and any information derived therefrom) in confidence to the same extent as required by Section 8.1 of this Agreement with respect to Confidential Information.

Maintenance and Access to Records. For a period of three (3) years after the Closing Date, the Purchaser shall, or shall cause the Surviving Corporation and each of its Subsidiaries to, maintain all books and records maintained by the Company Surviving Corporation or any such Subsidiary on or prior to the Closing Date and shall permit the Seller Sellers or their respective representatives and agents access to all such books and records, and to the Surviving Corporation's and its Subsidiaries' employees and auditors for the purpose of obtaining information relating to periods on or prior to the Closing Date, upon reasonable notice by the Seller Sellers and on terms not disruptive to the business, operation or employees of the Purchaser, the -68- Surviving Corporation, the Company Corporation or any of their respective Subsidiaries, to assist the Seller Sellers in (i) completing any tax or regulatory filings or financial statements required or appropriate to be made by the Seller Sellers after the Closing Date or in completing any other reasonable and customary business objective, (ii) prosecuting or defending on behalf of the SellerSellers, the Company or any of its Subsidiaries any litigation controlled by the Seller Sellers or (iii) complying with requests made of any of the Seller Sellers by any Taxing Authority or any Governmental or Regulatory Authority conducting an audit, investigation or inquiry relating to the Company's or any of its Subsidiaries' activities during periods prior to the Closing Date. The Seller Each of the Sellers will hold all information provided to them pursuant to this Section 12.1 (and any information derived therefrom) in confidence to the same extent as required by Section 8.1 of this Agreement with respect to Confidential Information.