Common use of Access to Records and Personnel Clause in Contracts

Access to Records and Personnel. (a) Until the later of December 31, 2003 or dissolution of Seller, Buyer and its Representatives shall have reasonable access to all of the books and records, if any, relating to the Business which Seller, or any of its Representatives, may retain after the Closing Date. Such access shall be afforded by Seller and its Representatives upon receipt of reasonable advance notice and during normal business hours. Buyer shall be solely responsible for any costs and expenses incurred by it pursuant to this Section 9.5(a). If Seller shall desire to dispose of any of such books and records prior to the expiration of the retention period, Seller shall, prior to such disposition, give Buyer a reasonable opportunity, at Buyer's expense, to segregate and remove such books and records as Buyer may select. On the later of December 31, 2003 or dissolution of Seller, all books and records relating to the Business will be transferred to Buyer. (b) For a period of 6 years after the Closing Date, Seller and its Representatives shall have reasonable access to all of the books and records relating to the Business prior to the Closing which Buyer, or any of its Representatives, may retain after the Closing Date. Such access shall be afforded by Buyer and its Representatives upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs and expenses incurred by them pursuant to this Section 9.5(b). If Buyer shall desire to dispose of any of such books and records other than in the ordinary course of business prior to the expiration of such 6 year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller may select.

Access to Records and Personnel. (a) Until For a period of six (6) years after the later of December 31Closing Date, 2003 or dissolution of Seller, Buyer Sellers and its their Representatives shall will have reasonable access to (including the right to make copies of) all Business Records, including, without limitation, books and records of Sellers transferred to Purchaser hereunder, relating to the Purchased Assets or the Business prior to the Closing Date and to all former employees of Sellers having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Sellers not assumed by Purchaser hereunder, (ii) all matters as to which Sellers are required to provide indemnification under this Agreement, or (iii) the preparation of any Tax Returns required to be filed by Sellers with respect to any periods prior to the Closing. Such access will be afforded by Purchaser upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Purchaser’s normal business operations. Sellers will be solely responsible for any costs or expenses incurred by it pursuant to this Section 6.7(a). If Purchaser wishes to dispose of any of such Business Records, including, without limitation, books and records, if anyprior to the expiration of the six-year period, Purchaser shall, prior to such disposition, give Sellers 90 days’ written notice, at the expense of Sellers, to segregate and remove such books and records as Sellers may select. (b) For a period of six (6) years after the Closing Date, Purchaser and its Representatives will have reasonable access to (including the right to make copies of) all of the Business Records, including, without limitation, books and records relating to the Purchased Assets or the Business which Seller, Sellers or any of its Representatives, may their Representatives are permitted to retain after the Closing Date. Such access shall will be afforded by Seller Sellers and its their Representatives upon receipt of reasonable advance notice and during normal business hours. Buyer shall Purchaser will be solely responsible for any costs and expenses incurred by it pursuant to this Section 9.5(a6.7(b). If Seller shall desire Sellers or their Representatives wish to dispose of any of such Business Records, including, without limitation, books and records records, prior to the expiration of the retention such six-year period, Seller it shall, prior to such disposition, give Buyer a reasonable opportunityPurchaser 90 days’ written notice, at Buyer's Purchaser’s expense, to segregate and remove such books and records as Buyer may select. On the later of December 31, 2003 or dissolution of Seller, all books and records relating to the Business will be transferred to Buyer. (b) For a period of 6 years after the Closing Date, Seller and its Representatives shall have reasonable access to all of the books and records relating to the Business prior to the Closing which Buyer, or any of its Representatives, may retain after the Closing Date. Such access shall be afforded by Buyer and its Representatives upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs and expenses incurred by them pursuant to this Section 9.5(b). If Buyer shall desire to dispose of any of such books and records other than in the ordinary course of business prior to the expiration of such 6 year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller Purchaser may select.

Access to Records and Personnel. (a) Until For a period of six (6) years after the later of December 31Closing Date, 2003 or dissolution of Seller, Buyer the Shareholder and its their Representatives shall will have reasonable access to (including the right to make copies of) all of the books and recordsrecords of Seller transferred to Buyer hereunder, if anyand to all former employees of Seller having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Seller not assumed by Buyer hereunder, (ii) all matters as to which Seller is required to provide indemnification under this Agreement, (iii) the Business which Seller, or preparation of any of its Representatives, may retain after Tax Returns required to be filed by Seller with respect to any periods prior to the Closing Dateor (iv) other corporate matters relating to Seller. Such access shall will be afforded by Seller and its Representatives Buyer upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Buyer’s normal business operations. Buyer shall Seller and the Shareholder will be solely responsible for any costs and or expenses incurred by it them pursuant to this Section 9.5(a)Section. If Seller shall desire Buyer wishes to dispose of any of such books and records prior to the expiration of the retention six-year period, Buyer shall, prior to such disposition, give Seller and the Shareholder a reasonable opportunity, at the expense of Seller and the Shareholder, to segregate and remove such books and records as Seller and the Shareholder may select. (b) For a period of six (6) years after the Closing Date, Buyer and its Representatives will have reasonable access to (including the right to make copies of) all of the books and records relating to the Business which Seller and the Shareholder or any of their Representatives may retain after the Closing Date. Such access will be afforded by Seller and the Shareholder and their Representatives upon receipt of reasonable advance notice and during normal business hours. Buyer will be solely responsible for any costs and expenses incurred by it pursuant to this Section. If Seller and the Shareholder wish to dispose of any of such books and records prior to the expiration of such six-year period, they shall, prior to such disposition, give Buyer a reasonable opportunity, at Buyer's ’s expense, to segregate and remove such books and records as Buyer may select. On the later of December 31, 2003 or dissolution of Seller, all books and records relating to the Business will be transferred to Buyer. (b) For a period of 6 years after the Closing Date, Seller and its Representatives shall have reasonable access to all of the books and records relating to the Business prior to the Closing which Buyer, or any of its Representatives, may retain after the Closing Date. Such access shall be afforded by Buyer and its Representatives upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs and expenses incurred by them pursuant to this Section 9.5(b). If Buyer shall desire to dispose of any of such books and records other than in the ordinary course of business prior to the expiration of such 6 year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller may select.

Access to Records and Personnel. (a) Until For a period of six (6) years after the later of December 31Closing Date, 2003 or dissolution of Seller, Buyer Seller and its Representatives shall will have reasonable access to (including the right to make copies of) all books and records of Seller transferred to Purchaser hereunder, and to all former employees of Seller having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Seller not assumed by Purchaser hereunder, (ii) all matters as to which Seller is required to provide indemnification under this Agreement, or (iii) the preparation of any Tax Returns required to be filed by Seller with respect to any periods prior to the Closing. Such access will be afforded by Purchaser upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Purchaser's normal business operations. Seller will be solely responsible for any costs or expenses incurred by it pursuant to this Section. If Purchaser wishes to dispose of any of such books and records prior to the expiration of the six-year period, Purchaser shall, prior to such disposition, give Seller a reasonable opportunity, at the expense of Seller, to segregate and remove such books and records as Seller may select. (b) For a period of six (6) years after the Closing Date, Purchaser and its Representatives will have reasonable access to (including the right to make copies of) all of the books and records, if any, records relating to the Business which Seller, Seller or any of its Representatives, Representatives may retain after the Closing Date. Such access shall will be afforded by Seller and its Representatives upon receipt of reasonable advance notice and during normal business hours. Buyer shall Purchaser will be solely responsible for any costs and expenses incurred by it pursuant to this Section 9.5(a)Section. If Seller shall desire wishes to dispose of any of such books and records prior to the expiration of the retention such six-year period, Seller it shall, prior to such disposition, give Buyer Purchaser a reasonable opportunity, at BuyerPurchaser's expense, to segregate and remove such books and records as Buyer may select. On the later of December 31, 2003 or dissolution of Seller, all books and records relating to the Business will be transferred to Buyer. (b) For a period of 6 years after the Closing Date, Seller and its Representatives shall have reasonable access to all of the books and records relating to the Business prior to the Closing which Buyer, or any of its Representatives, may retain after the Closing Date. Such access shall be afforded by Buyer and its Representatives upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs and expenses incurred by them pursuant to this Section 9.5(b). If Buyer shall desire to dispose of any of such books and records other than in the ordinary course of business prior to the expiration of such 6 year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller Purchaser may select.

Access to Records and Personnel. (a) Until For a period of six (6) years after the later of December 31Closing Date, 2003 or dissolution of Seller, Buyer Sellers and its their Representatives shall will have reasonable access to (including the right to make copies of) all Business Records, including, without limitation, books and records of Sellers transferred to Purchasers hereunder, relating to the Purchased Assets or the Business prior to the Closing Date and to all former employees of Sellers having knowledge with respect thereto, to the extent that such access may reasonably be required in connection with matters relating to (i) liabilities of Sellers not assumed by Purchasers hereunder, (ii) all matters as to which Sellers are required to provide indemnification under this Agreement, or (iii) the preparation of any Tax Returns required to be filed by Sellers with respect to any periods prior to the Closing. Such access will be afforded by Purchasers upon receipt of reasonable advance notice and during normal business hours, provided such access does not unduly disrupt Purchasers’ normal business operations. Sellers will be solely responsible for any costs or expenses incurred by it pursuant to this Section 6.8(a). If Purchasers wish to dispose of any of such Business Records, including, without limitation, books and records, if anyprior to the expiration of the six-year period, Purchasers shall, prior to such disposition, give Sellers 90 days’ written notice, at the expense of Sellers, to segregate and remove such books and records as Sellers may select. (b) For a period of six (6) years after the Closing Date, Purchasers and their Representatives will have reasonable access to (including the right to make copies of) all of the Business Records, including, without limitation, books and records relating to the Purchased Assets or the Business which Seller, Sellers or any of its Representatives, may their Representatives are permitted to retain after the Closing Date. Such access shall will be afforded by Seller Sellers and its their Representatives upon receipt of reasonable advance notice and during normal business hours. Buyer shall Purchasers will be solely responsible for any costs and expenses incurred by it pursuant to this Section 9.5(a6.8(b). If Seller shall desire Sellers or their Representatives wish to dispose of any of such Business Records, including, without limitation, books and records records, prior to the expiration of the retention such six-year period, Seller it shall, prior to such disposition, give Buyer a reasonable opportunityPurchasers 90 days’ written notice, at Buyer's Purchasers’ expense, to segregate and remove such books and records as Buyer may select. On the later of December 31, 2003 or dissolution of Seller, all books and records relating to the Business will be transferred to Buyer. (b) For a period of 6 years after the Closing Date, Seller and its Representatives shall have reasonable access to all of the books and records relating to the Business prior to the Closing which Buyer, or any of its Representatives, may retain after the Closing Date. Such access shall be afforded by Buyer and its Representatives upon receipt of reasonable advance notice and during normal business hours. Seller shall be solely responsible for any costs and expenses incurred by them pursuant to this Section 9.5(b). If Buyer shall desire to dispose of any of such books and records other than in the ordinary course of business prior to the expiration of such 6 year period, Buyer shall, prior to such disposition, give Seller a reasonable opportunity, at Seller's expense, to segregate and remove such books and records as Seller Purchasers may select.