Common use of Make Records Available Clause in Contracts

Make Records Available. From and after the Closing Date, Buyer shall make available to Seller, from time to time as Seller may reasonably request, copies of such of the records transferred to Buyer by Seller pursuant to this Agreement as may be reasonably required to enable Seller to defend against or assert claims related to or arising from ownership of the Transferred Assets or the conduct of the Business by Seller and the Seller Subsidiaries prior to the Closing Date and to handle tax and financial audits involving the Division or the Business thereof; provided, however, that the Seller agrees to hold such records in confidence, except to the extent required to defend or assert such claims and to handle such audits, and to return the same to Buyer promptly upon the conclusion of their use by Seller for the purposes herein specified.

Make Records Available. From and after the Closing Date, the Buyer shall make available to the Seller, from time to time as the Seller may reasonably request, copies of such of the records transferred to the Buyer by the Seller pursuant to this Agreement as may be reasonably required by Seller to enable Seller it to defend against or assert claims related to or arising from ownership of the Transferred Assets or the conduct of the Business by Seller and the Seller Subsidiaries prior to the Closing Date and to handle tax Tax and financial audits involving the Division or the Business thereofBusiness; provided, however, that the Seller agrees to hold such records in confidence, except to the extent required to defend or assert such claims and to handle such audits, and to return the same to the Buyer promptly upon the conclusion of their use by the Seller for the purposes herein specified. The Buyer shall also use its best efforts to make Buyer’s employees available to assist in connection with such claims when reasonably requested by Seller.