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Books contract clause examples

Access to Books and Records. From the Closing Date, the Purchaser will afford to the Seller and the Seller’s Representatives access, upon reasonable advance notice, to books and records, as well as to other information of the Group Entities and the Group Entities’ Representatives as long as reasonably required in connection with any audit, investigation, dispute, or litigation (including under or in connection with this Agreement), in any case limited # to pre closing historical data about the Group Entities and # with regard to post-closing data to publicly available information to the extent available in SEC filings. If and to the extent the Seller legally requires original documents, the Purchaser shall forward such books and records, or cause (steht dafür ein) that such books and records be forwarded, at the Seller's expense, to the Seller, and the Seller shall return such books and records after the respective requirement to be in possession of original documents no longer applies.

Section # Post-Closing Access. For a period of six (6) years after the Closing Date, Purchaser will cause the Companies to provide Seller and its representatives with reasonable access, upon reasonable prior notice, during normal business hours to the personnel, books, and records (for the purpose of examining and copying) of the Companies with respect to periods or occurrences prior to or on the Closing Date in connection with any matter, whether or not relating to or arising out of this Agreement or the transactions contemplated hereby. For a period of six (6) years after the Closing Date, without the prior written consent of Seller, Purchaser will not, and will cause the Companies and their respective Affiliates not to, alter, dispose of, or destroy any books and records of any Company, or any portions thereof, relating to periods prior to the Closing Date without first offering such records to Seller, and Seller will have ninety (90) days after such offer to agree to take possession thereof. Purchaser will cause the Companies to make available to Seller and its representatives such records and personnel of the Companies familiar therewith as may be reasonably requested by Seller, upon reasonable prior notice, in connection with claims by or against Seller or any of its Affiliates related to the Companies or the transactions contemplated by this Agreement. Other than to the extent relating to Taxes for a Pre-Closing Tax Period or any Straddle Period, nothing in this Section 6.8 shall require Purchaser to provide Seller or its representatives with any access, books or records of the Companies to the extent Purchaser reasonably determines in good faith that such access, books or records would disclose competitively sensitive information or information protected by attorney-client privilege or attorney work product doctrine.

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