Post-Closing - Information and Records. (a) Each Party agrees that, from and after the Closing Date, it will, promptly following the written request of the other Party, provide such information (other than privileged and/or attorney work product documents or information) and administrative support as will be reasonably requested by the other Party to enable the requesting Party to comply with its obligations with respect to any Excluded Liability and obligations with respect to any Governmental Authority, including without limitation, FERC, PUC and New Mexico Public Regulation Commission or its obligations with respect to the issuance of Forms W-2 and 1099, and other tax reports, reports and notices relating to pension, profit sharing, health and other plans, income tax returns, preparation of financial statements and completion of the requesting Party’s audit for the two fiscal years ended December 31 following the Closing Date, and other similar matters.
Post-Closing - Information and Records. (a) Following the Closing, Purchaser will not dispose of any books, records, documents or information reasonably relating to any Excluded Assets or Excluded Liabilities except in accordance with Purchaser’s existing record retention policies. During such period, Purchaser will permit Seller to examine and make copies, at Seller’s expense, of such books, records, documents and information for any reasonable purpose, including any litigation now pending or hereafter commenced by or against Seller, or the preparation of income or other Tax Returns. Seller will provide reasonable notice to Purchaser of its need to access such books, records, documents or other information.
Post-Closing - Information and Records. (a) For a period of five (5) years after the Closing (or, if requested in writing by Seller within five (5) years after the Closing, until the closing of any Tax Proceeding with respect to Seller's Tax Returns for all periods prior to and including the Closing, if later), Purchaser will not dispose of any books, records, documents, contracts, data or information, whether in electronic or physical form, and the software and computer hardware necessary to retrieve such data or information ("Records"), reasonably relating to the Companies delivered to it by Seller or in the possession of the Companies as of the Closing without first giving notice to Seller thereof and permitting Seller to retain or copy such books and records as it may select. During such period, Purchaser will permit Seller to examine (during normal business hours and upon reasonable notice) and make copies, at Seller's expense and subject to such confidentiality restrictions as Purchaser may reasonably impose, of such Records for any reasonable purpose, including any litigation now pending or hereafter commenced against Seller or its Affiliates, or the preparation of income or other Tax Returns.
Post-Closing - Information and Records. (a) Information and Administrative Support. Each Party agrees that, -------------------------------------- from and after the Closing Date, it will, promptly following the written request of the other Party, provide such information (other than privileged and/or attorney work product documents or information) and administrative support as will be reasonably requested by the other Party to enable the requesting Party to comply with its obligations to Governmental Authorities or its obligations with respect to the issuance of Forms W-2, 1099 and other tax reports, reports and notices relating to pension, profit sharing, health and other plans, income tax returns, preparation of financial statements and completion of the requesting Party's audit for the two fiscal years ending December 31 following the Closing Date, and other similar matters.
Post-Closing - Information and Records. (a) For a period of seven (7) years after the Closing (or, if requested in writing by a Party within seven (7) years after the Closing, until the closing of the examination of Seller’s federal income Tax Returns for all periods prior to and including the Closing or until conclusion of any ongoing inquiry by any Governmental Authority) neither Party will dispose of any books, records, documents or information reasonably relating to the Company before the Closing Date without first giving notice to the other Party thereof and permitting that Party to retain or copy such books and records as it may select. During such period, each Party will (i) permit the other to examine and make copies, at the requesting Party’s expense, during normal business hours and upon reasonable notice, of such books, records, documents and information for any reasonable purpose, including any litigation or other proceeding now Purchase and Sale Agreement pending or hereafter commenced against that Party, or the preparation of income or other Tax Returns; provided, however, that all such examinations shall occur and all such access shall be provided at times and places reasonably set by the responding Party, and in no event shall Seller interfere with Purchaser’s operation of the Facility or the conduct of its business.
Post-Closing - Information and Records. (a) Following the Closing, Purchaser will not dispose of any books, records, documents or information reasonably relating to any Excluded Assets or Excluded Liabilities except in accordance with Purchaser’s existing record retention policies. During such period, Purchaser will permit Seller to examine and make copies, at Seller’s expense, of such books, records, documents and information for any reasonable purpose, including any litigation now pending or hereafter commenced by or against Seller, or the preparation of income or other Tax
Post-Closing - Information and Records. (a) For a period of five (5) years after the Closing (or, if requested in writing by Sellers within five (5) years after the Closing, until the closing of any Tax Proceeding with respect to Sellers' Tax Returns for all periods prior to and including the Closing, if later), Purchasers will not dispose of any books, records, documents, contracts, data or information, whether in electronic or physical form, and the software and computer hardware necessary to retrieve such data or information ("Records"), reasonably relating to OPP and the Oleander Station delivered to it by Sellers or in the possession of OPP as of the Closing without first giving notice to Sellers thereof and permitting Sellers to retain or copy such books and records as it may select. During such period, Purchasers will permit Sellers to examine (during normal business hours and upon reasonable notice) and make copies, at Sellers' expense and subject to such confidentiality restrictions as Purchasers may reasonably impose, of such Records for any reasonable purpose, including any litigation now pending or hereafter commenced against Sellers or their Affiliates (other than litigation with Purchasers or OPP), or the preparation of income or other Tax Returns. Notwithstanding the above, Purchasers shall maintain fixed asset records to document and support Tax basis of all fixed assets from the inception of OPP and make such records available to Sellers if requested in writing for any period(s) subsequent to the inception of OPP and prior to Closing.
Post-Closing - Information and Records
