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.
Appears in 1 contract
Sources: Asset and Share Purchase Agreement (Sequa Corp /De/)
ACCESS TO FORMER BUSINESS RECORDS. After the Closing, Seller shall deliver immediately to Buyer any and all books and records which remain in their possession which are included in the Purchased Assets. After the Closing Time, Buyer will afford duly authorized representatives of Sequa Chemicals Seller 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' Seller’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 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 RequirementSeller. After the Closing Time, Sequa and Sequa Chemicals Seller 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 and the Assumed Obligations, if any, 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 ’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 (7) years following the Closing Date, or for any longer period that may be required by any governmental agency Governmental Authority or ongoing litigationProceeding; provided that either party any 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 (7) years after the Closing Time a party Party desiring to dispose of any such books and records shall give advance notice to the other party Party and afford the other party Party the opportunity to take possession or copy such books and records as the other party Party may select.
Appears in 1 contract
Sources: Asset Purchase Agreement (Hei Inc)