Shared Books and Records definition

Shared Books and Records means all Books and Records that relate to the Acquired Assets, Assumed Liabilities or the Business and that also relate to the Excluded Assets, Excluded Liabilities or Excluded Business as of or prior to the Closing Date.
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Shared Books and Records means all Books and Records (Assigned Books and Records and/or Excluded Books and Records, as the case may be) that relate to the Contributed Assets and/or Assumed Liabilities and/or the Programs but that also relate to the Excluded Assets and/or Excluded Liabilities and/or programs or activities of Contributor as of or prior to the Effective Date other than Programs.
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Shared Books and Records means any books and records, in whatever form, containing both Business Books and Records and Non-Business Books and Records;
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Examples of Shared Books and Records in a sentence

  • Each Party shall be entitled to recover its out-of-pocket costs and expenses (including copying costs, and legal, and accounting expenses) incurred in providing such Shared Books and Records to the other Party.

  • Contributor shall provide Company with access to Assigned Books and Records that are Shared Books and Records and Company shall provide Contributor with access to Excluded Books and Records that are Shared Books and Records to the extent permitted by applicable law.

  • With respect to intangible items within the Scheduled Assets (including all electronic files and records) and duplicate copies of Shared Books and Records (each, a “Other Item”) MSB shall establish, no later than the Notice Date, a secure mechanism to transfer all such Other Items to MSB or its designee, provided that if MSB does not establish such secure mechanism by the Notice Date, then OTI shall be deemed to have “delivered” each Other Item effective as of the Notice Date.

  • Upon confirmation of receipt of any Other Item (with the exception of copies of Shared Books and Records), OTI shall use reasonable efforts to destroy all other copies of such Other Item except to the extent OTI is required to retain the same pursuant to applicable Law (both during and after the Term).

  • Further, from and after the Closing, Seller shall, upon reasonable advanced notice, provide Buyer and its Representatives reasonable access, during normal business hours, to the Shared Books and Records.

  • Each of Contributor and Company shall permit the other to make copies of or other extracts from such Shared Books and Records and, upon request, provide assistance in accessing Shared Books and Records in the other’s possession (it being understood that each of Contributor and Company shall be entitled to access and/or copy directly any Shared Books and Records owned by the other which are already accessible to such Party without notifying or asking the other Party).

  • For clarity, to the extent information within Shared Books and Records disclosed hereunder relates to the Business, such information shall be deemed Confidential Information of Licensee, and to the extent information within the Shared Books and Records disclosed hereunder does not relate to the Business, such information shall be deemed Confidential Information of Licensor.

  • The Seller shall, and shall cause its Affiliates to, retain any and all Shared Books and Records that are in the possession or control of the Seller and its Affiliates (including the Company) as of the Closing to the extent that the Non-Business Books and Records contained in such Shared Books and Records shall not have been separated therefrom by such time.

  • Subject to the requirements of Section 8.7 of the Joint Venture Agreement, each of Contributor and Company shall have (and hereby grant each other) a worldwide, fully paid, nonexclusive, perpetual, non-revocable license to use, reproduce, distribute, and make derivative works of, the Shared Books and Records solely for the Permitted Uses.

  • Buyer and its Affiliates shall have the non-exclusive right to use the Shared Books and Records following the Closing.


More Definitions of Shared Books and Records

Shared Books and Records means the Books and Records used in the operation of both (a) the Business and (b) the Excluded Business.
Sample 1
Shared Books and Records means all Books and Records of Seller that relate to the Business and are not Assigned Books and Records.
Sample 1

Related to Shared Books and Records

  • Transferred Books and Records means all of Seller's customer or subscriber lists and records, accounts and billing records, plant and continuing property records, plans, blueprints, specifications, drawings, surveys, engineering reports, personnel records of Transferred Employees (where applicable), tariffs, orders or other material correspondence or records relating to regulation of the Business by any Governmental Authority, and all other documents, computer data and records, in each case relating primarily to the operation of the Business, except for the Retained Books and Records.

  • Books and Records means all books, records, board minutes, contracts, licenses, insurance policies, environmental audits, business plans, files, computer files, computer discs and other data and software storage and media devices, accounting books and records, financial statements (actual and pro forma), filings with Governmental Authorities and any and all records and instruments relating to the Collateral or Borrower's business.

  • Excluded Books and Records has the meaning set forth in Section 2.2(a).

  • Records means any written or recorded information, regardless of physical form or characteristics, which is produced or acquired by the Party in the performance of this agreement. Records produced or acquired in a machine readable electronic format shall be maintained in that format. The records described shall be made available at reasonable times during the period of the Agreement and for three years thereafter or for any period required by law for inspection by any authorized representatives of the State or Federal Government. If any litigation, claim, or audit is started before the expiration of the three-year period, the records shall be retained until all litigation, claims or audit findings involving the records have been resolved.

  • Tax Records means any Tax Returns, Tax Return workpapers, documentation relating to any Tax Contests, and any other books of account or records (whether or not in written, electronic or other tangible or intangible forms and whether or not stored on electronic or any other medium) required to be maintained under the Code or other applicable Tax Laws or under any record retention agreement with any Tax Authority.

  • Accounting Records means the general ledger and subsidiary ledgers and supporting schedules which support the general ledger balances.

  • Files and Records means all files and records of Seller relating to the Business, whether in hard copy or magnetic or other format including customer and supplier lists and records; equipment maintenance records; equipment warranty information; plant plans, specifications and drawings; sales and advertising material; computer software; technical and research analyses; engineering, sales, marketing and other studies, data and plans; bid information; quality assurance records; and records relating to those employees of Seller who may become employed by Purchaser following the Closing.

  • Financial Records means any document or summary of information contained in a document, including electronic documents, that contains information about the financial activities or position of a person including, but not limited to, information about the assets, balance sheets, budgets, cash flow, earnings, revenue, expenditures, income, investments, losses, liabilities, payroll, profits, retained earnings, or taxes.

  • Business Records means all files, documents, instruments, papers, books, reports, records, tapes, microfilms, photographs, letters, ledgers, journals, financial statements, technical documentation (design specifications, functional requirements, operating instructions, logic manuals, flow charts, etc.), user documentation (installation guides, user manuals, training materials, release notes, working papers, etc.), Tax Returns, other Tax work papers and files and other documents in whatever form, physical, electronic or otherwise.

  • Books means books and records (including each Grantor’s Records indicating, summarizing, or evidencing such Grantor’s assets (including the Collateral) or liabilities, each Grantor’s Records relating to such Grantor’s business operations or financial condition, and each Grantor’s goods or General Intangibles related to such information).

  • Digital books means works that are generally recognized in the ordinary and usual sense as books.

  • Access means disclosure by the provision of access;

  • Criminal history record information means that term as defined in section 1a of 1925 PA 289, MCL 28.241a.

  • Computer Records means the computer records generated by the Servicer that provide information relating to the Loans and that were used by the Originator in selecting the Loans conveyed to the Trust Depositor pursuant to Section 2.01 (and any Substitute Loans conveyed to the Trust Depositor pursuant to Section 2.04).

  • Borrower’s Books are all Borrower’s books and records including ledgers, federal and state tax returns, records regarding Borrower’s assets or liabilities, the Collateral, business operations or financial condition, and all computer programs or storage or any equipment containing such information.

  • Account Records is defined in Section 1(a)(i) of the Administration Agreement.

  • Inspect means the ability to review and copy a CIF to the same extent as any other document contained in a court file.

  • Adult bookstore or “adult video store” means a commercial establishment which, as one of its principal business purposes, offers for sale or rental, for any form of consideration, any one or more of the following:

  • Pupil Records Means both of the following: (1) Any information that directly relates to a pupil that is maintained by LEA and (2) any information acquired directly from the pupil through the use of instructional software or applications assigned to the pupil by a teacher or other local educational LEA employee.

  • Client Records has the meaning set forth in Section 3.14.

  • Accounting Information means the annual audited consolidated financial statements or, as the case may be, the quarterly unaudited consolidated financial statements, each in respect of the Borrower and the Group, to be provided by the Borrower to the Agent in accordance with Clause 11.6.

  • Valuable papers and records means inscribed, printed or written:

  • Information Assets means any information, including Confidential Information, necessary to the operation of either party that is created, stored, transmitted, processed, or managed on any hardware, software, network components, or any printed form, or is communicated orally. “Information Assets” does not include information that has been transferred from the Disclosing Party to the Receiving Party under applicable laws, regulations, and agency guidance, and that is being maintained and used by the Receiving Party solely for purposes that are not Contractor Covered California Functions.

  • Certified historic structure means a building that is

  • confidential records means those portions of correspondence, memoranda, files, manuals, books, lists, financial, operating or marketing records, magnetic tape, or electronic or other media or equipment of any kind in Executive’s possession or under Executive’s control or accessible to Executive which contain any proprietary information. All confidential records shall be and remain the sole property of the Company during the Term and thereafter.

  • Auditors means the persons for the time being performing the duties of auditors of the Company.