Common use of Transfer of Files Clause in Contracts

Transfer of Files. Each Seller will for ten (10) Business Days (a) after Closing, make available for copying all of such Seller’s lease files, abstracts and title opinions, division order files, production records, well files, accounting records (but not including general financial accounting or tax accounting records, and records related to transactions prior to the Effective Date), and other similar files and records which directly relate to the Properties being purchased and sold at such Closing and (b) use its best efforts to deliver to Buyer, at Buyer’s expense and Buyer’s choice of delivery method and courier, and within ten (10) days after Closing, all of such Seller’s division order, production records, well files, and accounting records pertaining solely to the ▇▇▇▇▇ (all such files to be provided by subsections (a) and (b) shall not include those which such Seller considers to be proprietary or confidential to it or which such Seller cannot provide to Buyer without, in its reasonable opinion, breaching, or risking a breach of, agreements with other parties, or waiving, or risking waiving, legal privilege). However, as to those files and records for which such Seller reasonably believes legal privilege may be lost or waived if provided or transferred to Buyer or which such Seller reasonably believes is prohibited from providing or transferring to Buyer, such Seller shall make reasonable good faith efforts to obtain permission to provide such files or records to Buyer without waiving any such privilege or breaching any such agreement within twenty days after execution of this Agreement by all parties, provided a Seller is only obligated to cause its employees to expand a reasonable amount of time in an effort to obtain such permission and shall not be obligated to incur any costs or expenses to obtain such permission other than the salaries of such employees. Any Seller may, at its election, make and retain copies of any or all such files. Buyer shall preserve all files so delivered by Sellers for a period of five years following Closing and will allow Seller access (including, without limitation, the right to make copies at Seller’s expense) to such files at all reasonable times.

Transfer of Files. Each Seller will for ten (10) Business Days (a) after ClosingUpon termination of the Subservicer's responsibilities and duties under this Agreement pursuant to Sections 7.03, make available for copying 8.01 or 9.03(b), the Owner shall appoint a successor having the characteristics set forth in Section 7.06 and which shall succeed to all rights and assume all of such Seller’s lease filesthe responsibilities, abstracts duties and title opinions, division order files, production records, well files, accounting records (but not including general financial accounting or tax accounting records, and records related to transactions liabilities of the Subservicer under this Agreement prior to the Effective Date)termination of the Subservicer's responsibilities, duties and liabilities under this Agreement. In connection with such appointment and assumption, the Owner may make such arrangements for the compensation of such successor out of payments on Loans as the Owner and such successor shall agree. In the event that the Subservicer's duties, responsibilities and liabilities under this Agreement should be terminated pursuant to the aforementioned sections, the Subservicer shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and other similar files shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor; provided, however, that a successor servicer shall be in place within two hundred and records which directly relate ten (210) days of the date the Subservicer acquires knowledge of such termination. Except as provided for in the preceding sentence, the Termination Without Cause by the Subservicer or removal of the Subservicer pursuant to the Properties aforementioned sections shall not become effective until a successor shall be appointed pursuant to this section and shall in no event relieve the Subservicer of the representations and warranties made pursuant to Section 7.10 and the remedies available to the Owner under Section 7.01, it being purchased understood and sold at agreed that the provisions of such Closing Section 7.10 and Section 7.01 shall be applicable to the Subservicer notwithstanding any such Termination Without Cause by the Subservicer or termination of the Subservicer, or the termination of this Agreement. Upon any termination of this Agreement and Subservicer's receipt of all amounts due Subservicer hereunder, Subservicer shall forward all documents and other information stored in any format in Subservicer's possession (bor in any of its subcontractor's, agent's or assignee's possession) use its best efforts pertaining to deliver any Loan to Buyersuch location as is specified by Owner and the Subservicer shall account for all funds. As to any Loan with respect to which any payment is thirty (30) or more days delinquent, at Buyer’s expense all such documents and Buyer’s choice other information shall be transmitted to Owner within five (5) days and as to any other Loan, all data concerning the current status of delivery method and courier, and that Loan shall be transmitted as directed by Owner within ten (10) days after Closing, all of and any actual physical files (if any) with respect to such Seller’s division order, production records, well files, and accounting records pertaining solely to the ▇▇▇▇▇ Loans shall be transmitted as directed by Owner within thirty (all such files to be provided by subsections (a30) and (b) shall not include those which such Seller considers to be proprietary or confidential to it or which such Seller cannot provide to Buyer without, days. All out-of-pocket Expenses incurred in its reasonable opinion, breaching, or risking a breach of, agreements connection with other parties, or waiving, or risking waiving, legal privilege). However, as to those files and records for which such Seller reasonably believes legal privilege may be lost or waived if provided or transferred to Buyer or which such Seller reasonably believes is prohibited from providing or transferring to Buyer, such Seller shall make reasonable good faith efforts to obtain permission to provide such files or records to Buyer without waiving any such privilege or breaching any such agreement within twenty days after execution transfer shall be borne by Owner except in the case of termination of this Agreement by Owner pursuant to Section 8.01 or termination by Subservicer pursuant to Section 9.03(b). The Subservicer shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitely vest and confirm in the successor all partiessuch rights, provided powers, duties, responsibilities, obligations and liabilities of the Subservicer. Upon a Seller is only obligated to cause its employees to expand a reasonable amount successor's acceptance of time in an effort to obtain such permission and appointment as such, the Subservicer shall not be obligated to incur any costs or expenses to obtain such permission other than notify the salaries Owner of such employees. Any Seller may, at its election, make and retain copies of any or all such files. Buyer shall preserve all files so delivered by Sellers for a period of five years following Closing and will allow Seller access (including, without limitation, the right to make copies at Seller’s expense) to such files at all reasonable timesappointment.