Access to Books, Records, etc. The Purchaser agrees that, after the Closing, it will, and will cause the Company to cooperate with and make available to the Equityholder Representative during normal business hours and upon reasonable notice, all books and records, properties, information and employees (without disruption of employment) retained and remaining in existence after the Closing Date that are necessary or useful in connection with the tax matters described in Section 8.3 and any inquiry, audit, investigation, dispute, litigation or other proceeding or similar matter, including the preparation of the Closing Adjustment Statement. The Purchaser agrees that it shall, and shall cause the Company to, preserve and keep all books and records of the Purchaser and the Company for a period of at least three (3) years from the Closing Date or such longer period as may be required by any Legal Requirement; provided, that the Purchaser may assign this obligation to the Company if the Purchaser, together with its Affiliates, ceases to own beneficially at least a majority of the outstanding voting securities of the Company and thereafter shall be relieved of this obligation.
Appears in 1 contract
Sources: Merger Agreement (Rapid7, Inc.)
Access to Books, Records, etc. The Each of the Parent and Purchaser agrees that, after the Closing, it will, and will cause the Company to cooperate with and make available to the Equityholder Securityholder Representative during normal business hours and upon reasonable notice, all books and records, properties, information and employees (without disruption of employment) retained and remaining in existence after the Closing Date that are necessary or useful in connection with the tax matters described in Section 8.3 9.4 and any inquiry, audit, investigation, dispute, litigation or other proceeding or similar matter, including the preparation of the Closing Adjustment Statement. The Purchaser agrees that it shall, and shall cause the Company to, preserve and keep all books and records of the Parent, Purchaser and the Company for a period of at least three (3) years from the Closing Date or such longer period as may be required by any Legal Requirementlaw; provided, that the Purchaser may assign this obligation to the Company if the Purchaser, together with its Affiliates, ceases to own beneficially at least a majority of the outstanding voting securities of the Company and thereafter shall be relieved of this obligation.
Appears in 1 contract