ACCESS TO FORMER BUSINESS RECORDS. For a period of seven (7) --------------------------------- years after the Closing Time, or until any audits of Seller's tax returns relating to periods prior to or including the Closing Time are completed, whichever occurs later, Buyer will retain all business records constituting part of the Purchased Assets. During such period, Buyer will afford duly authorized representatives of Seller free and full access to all of such records and will permit such representatives, at Seller's expense, to make abstracts from, or to take copies of any of such records, or to obtain temporary possession of any thereof as may be reasonably required by Seller. For a like period, Seller will retain all business records related to the RPD Business which constitutes part of the Excluded Assets. During such period, Seller will afford duly authorized representatives of Buyer free and full access to all of such records and will permit such representatives, at Buyer's expense, to make abstracts from, or to take copies of any of such records, or to obtain temporary possession of any thereof as may be reasonably required by Buyer.
ACCESS TO FORMER BUSINESS RECORDS. After the Closing Time, Buyer will afford duly authorized representatives of Sequa Chemicals reasonable access to financial, tax and other books and records (including hazardous waste manifests) retained by it which constitute part of the Purchased Assets for any reasonable purpose, including, without limitation, litigation, financial and tax reporting purposes, and will permit such representatives, at Sequa Chemicals' expense, to make abstracts from, or to take copies of any of such books and records, or to obtain temporary possession thereof as may be reasonably required by Sequa Chemicals and will deliver to Sequa Chemicals, upon request, the originals or copies of any books and records which are in Buyer's possession to the extent relating to the Excluded Assets and Retained Liabilities or to the extent Buyer is required to maintain pursuant to any Legal Requirement. After the Closing Time, Sequa and Sequa Chemicals will afford duly authorized representatives of Buyer reasonable access to financial, tax and other books and records (including hazardous waste manifests) retained by it which pertain to the Business, the Purchased Assets or SCSA which are not included within the Purchased Assets for any reasonable purpose including, without limitation, litigation and financial and tax reporting, and will permit such representatives, at Buyer's expense, to make abstracts from, or to take copies of any of such books and records, or to obtain temporary possession thereof as may be reasonably required by Buyer. Each party shall preserve and keep such books and records for a period of seven years following the Closing Date, or for any longer period that may be required by any governmental agency or ongoing litigation; provided that either party may dispose of any such books and records retained by it at any time provided that prior to any such disposition within the seven years after the Closing Time a party desiring to dispose of any such books and records shall give advance notice to the other party and afford the other party the opportunity to take possession or copy such books and records as the other party may select.
ACCESS TO FORMER BUSINESS RECORDS. For a period of seven years after the Closing, or until any audits of the Ferro Sellers’ tax returns relating to the Acquired Assets or the Specialty Plastics Business and relating to periods before or including the Closing are completed, whichever occurs later, Olympic Plastics will retain all business records constituting part of the Acquired Assets. During such period, Olympic Plastics will, to the extent reasonably requested, afford duly authorized representatives of the Ferro Sellers reasonable access to all of such records and will permit such representatives, at the Ferro Sellers’ expense during normal business hours provided advance notice is given, to make abstracts from, or to take copies of any of such records created, produced, or obtained before the Closing. During such period, Olympic Plastics will, to the extent reasonably requested, cooperate with the Ferro Sellers, and cause employees of the Specialty Plastics Business to cooperate on a mutually convenient basis with the Ferro Sellers, in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, or investigation relating to the Ferro Sellers’ conduct of the Specialty Plastics Business before the Closing. The Ferro Sellers will promptly reimburse Olympic Plastics for any out-of-pocket expenses Olympic Plastics reasonably incurs in fulfilling its obligations under this Section 6.5.
ACCESS TO FORMER BUSINESS RECORDS. (a) For a period of seven (7) years following the Closing, Buyer will retain all Records (including any (i) records that relate to Excluded Assets but would constitute Records if such records related to an Asset and (ii) Records that cannot be segregated in a commercially reasonable manner from the Assets or from records or assets of Buyer generated or acquired on or after the Closing Date). During such period, Buyer will afford authorized representatives of Seller (including its auditors) access to such Records at reasonable times and during normal business hours at the principal business
ACCESS TO FORMER BUSINESS RECORDS. After the Closing, Balxxxx Xxchnology, Balxxxx Xxkel, Balxxxx Xxxx xxd Balxxxx Xxia shall deliver immediately to MEGTEC any and all books and records which remain in their possession which are included in the Purchased Assets and Retained Assets. After the Closing Time, Sequa and MEGTEC will afford duly authorized representatives of Balxxxx Xxchnology, Balxxxx Xxkel, Balxxxx Xxxx xxd Balxxxx Xxia reasonable access to financial, tax and other books and records retained by it which constitute part of the Purchased Assets and Retained Assets for any reasonable purpose, including, without limitation, litigation, financial and tax reporting purposes, and will permit such representatives, at Balxxxx Xxchnology's, Balxxxx Xxkel's, Balxxxx Xxal's or Balxxxx Xxia's expense, as the case may be, to make abstracts from, or to take copies of any of such books and records, or to obtain temporary possession thereof as may be reasonably required by Balxxxx Xxchnology, Balxxxx Xxkel,
ACCESS TO FORMER BUSINESS RECORDS. For a period of five (5) years following the Closing, Buyer will retain all Records. During such period, upon reasonable written notice and at Seller's sole expense Buyer will afford authorized representatives of Seller (including its auditors) access to such Records in Buyer's possession at reasonable times and during normal business hours at the principal business office of the Business, or at such other location or locations at which such Records may be stored or maintained from time to time, and will permit such representatives to make abstracts from, or copies of, any of such Records, as may be reasonably required by Seller at such Seller's sole cost and expense; PROVIDED, HOWEVER, that such access does not unreasonably disrupt the normal operations of Buyer. During such period, Buyer will, at Seller's expense (limited, however, to Buyer's reasonable out-of-pocket expenditures without regard to any employee cost or other overhead expenses), cooperate with Seller in furnishing information, evidence, testimony, and other reasonable assistance in connection with any action, proceeding, Tax audit, or investigation to which such Seller or any of its Affiliates is subject relating to the business of the Business prior to the Closing. Notwithstanding the foregoing, while the existence of an adversarial proceeding between the parties will not abrogate or suspend the provisions of this Section 8.6, as to Records or information directly applicable pertinent to such dispute, the parties may not utilize this Section 8.6 but rather, absent agreement, must utilize the available rules of discovery. The term "Record" as used in this Section 8.6 shall include any data processing files or other computerized data.
ACCESS TO FORMER BUSINESS RECORDS. For a period of 10 years after the Closing, or until any audits of Ferro's Tax returns relating to periods before or including the Closing are completed, whichever occurs later, Akzo Nobel China will retain all business records associated with or related to the Subsidiary when acquired. During such period, Akzo Nobel China upon at least three days notice, and during normal business hours will afford duly authorized representatives of Ferro free and full access to all of such records and will permit such representatives, at Ferro's expense, to make abstracts from, or to take copies of any of such records created, produced, or obtained before the Closing, as may be reasonably requested by Ferro. During such period, Akzo Nobel China will cooperate with Ferro, and cause employees of the Subsidiary to cooperate with Ferro, in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, or investigation relating to the Subsidiary before the Closing and the calculation of the "earn out" referred to in Section 8.3(B)(7), and Ferro will provide reimbursement for all out-of-pocket expenses incurred by Akzo Nobel China or such employees in connection with providing the assistance contemplated in this Section 6.5.
ACCESS TO FORMER BUSINESS RECORDS. For a period of seven years following the Closing, the Purchaser will retain all business records constituting part of the Acquired Assets and the Assumed Liabilities. During such period, the Purchaser will afford authorized representatives of the Seller free and full access to all of such records at reasonable times and during normal business hours at the principal business office of the Purchaser, or at such other location or locations at which such business records may be stored or maintained from time to time, and will permit such representatives to make abstracts from, or copies of, any of such records, or to obtain temporary possession of any thereof as may be reasonably required by the Seller at the Seller's sole cost and expense. During such period, the Purchaser will, at the Seller's expense, cooperate with the Seller in furnishing information, evidence, testimony, and other reasonable assistance in connection with any action, proceeding, or investigation relating to the Seller's conduct of the Business prior to the Closing. The Purchaser shall not be liable for destruction of any such records which destruction is not the result of negligence or willful act.
ACCESS TO FORMER BUSINESS RECORDS. For a period of 10 years after the Closing, or until any audits of Ferro's Tax returns relating to periods before or including the Closing are completed, whichever occurs later, Akzo Nobel Korea will retain all business records associated with or related to the Subsidiary when acquired. During such period, Akzo Nobel Korea, upon at least three days notice, and during normal business hours will afford duly authorized representatives of Ferro free and full access to all of such records and will permit such representatives, at Ferro's expense, to make abstracts from, or to take copies of any of such records created, produced, or obtained before the Closing, as may be reasonably requested by Ferro. During such period, Akzo Nobel Korea will cooperate with Ferro, and cause employees of the Subsidiary to cooperate with Ferro, in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, or investigation relating to the Subsidiary before the Closing, and Ferro will provide reimbursement for all out-of-pocket expenses incurred by Akzo Nobel Korea or such employees in connection with providing the assistance contemplated in this Section 6.5.
ACCESS TO FORMER BUSINESS RECORDS. For a period of seven years after the Closing, or until any audits of Ferro’s Tax Returns relating to periods before or including the Closing are completed, whichever occurs later, Novolyte will retain all business records constituting part of the Acquired Assets. During such period, to the extent permitted by law, Novolyte will afford duly authorized representatives of Ferro reasonable access to all of such records and will permit such representatives, at Ferro’s expense, to make abstracts from, or to make copies of any of such records created, produced, or obtained before the Closing; provided that Novolyte may restrict access to information relating to any dispute between the parties or which is privileged. During such period, Novolyte will, to the extent permitted by law, cooperate with Ferro, and cause employees of the Fine Chemicals Business to cooperate with Ferro, in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, or investigation relating to Ferro’s conduct of the Fine Chemicals Business before the Closing.
