Post-Closing Books and Records. From and after Closing with respect to each group of Acquired Companies, Purchaser agrees to preserve and keep the books and records of any Acquired Company in such Acquired Companies that relate to the period prior to the applicable Closing Date (including all accounting records) for a period of six (6) years from the applicable Closing, or for any longer periods as may be required by any Law, any Governmental Authority or any ongoing litigation. If Purchaser wishes to destroy such records after such time period, it shall give sixty (60) days’ prior written notice to Seller and Seller shall have the right, at its option and expense and, upon prior written notice within such sixty (60)-day period, to take possession of the books and records within ninety (90) days after the date of Purchaser’s notice to Seller. From and after the applicable Closing, Purchaser agrees, upon reasonable prior notice from Seller, to provide to Seller and its Representatives access to or copies of books and records of any applicable Acquired Company to the extent relating to events that occurred prior to the applicable Closing.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (NextEra Energy Partners, LP), Purchase and Sale Agreement (NextEra Energy Partners, LP)