Common use of Access and Information; Due Diligence Clause in Contracts

Access and Information; Due Diligence. (a) Bancshares and the Bank each shall afford to the Buyer Entities, and to the Buyer Entities' accountants, counsel and other representatives, full access during normal business hours, during the Buyer Due Diligence Period and during any six (6) business days per month (and upon reasonable request for such additional time as may be required, provided such request shall not disrupt the normal operation of the Bank) during the period from the expiration of the Buyer Due Diligence Period to the Closing Date, to all its properties, books, contracts, commitments and records and, during such period, shall furnish promptly to the Buyer Entities (i) a copy of each report, schedule and other document filed or received by it during such period pursuant to the requirements of federal and state banking laws and (ii) all other information concerning its business, properties and personnel as the Buyer Entities may reasonably request. In the event of the termination of this Agreement, the Buyer Entities shall, and shall cause their respective advisors and representatives to, (1) hold confidential all information obtained in connection with any transaction contemplated hereby with respect to the other party which is not otherwise public knowledge, (2) return to Bancshares and the Bank all documents (including copies thereof) obtained hereunder from Bancshares and the Bank and (3) use their best efforts to cause all information obtained pursuant to this Agreement or in connection with the negotiation hereof to be treated as confidential and not use, or knowingly permit others to use, any such information unless such information becomes generally available to the public.

Access and Information; Due Diligence. (a) Bancshares USB and the Bank each shall afford to the Buyer Exchange Entities, and to the Buyer Exchange Entities' accountants, counsel and other representatives, full access during normal business hours, during the Buyer Exchange Due Diligence Period (as hereinafter defined) and during any six (6) business days per month (and upon reasonable request for such additional time as may be required, provided such request shall not disrupt the normal operation of the Bank) during the period from the expiration of the Buyer Exchange Due Diligence Period to the Closing Date, to all its properties, books, contracts, commitments and records and, during such period, shall furnish promptly to the Buyer Exchange Entities (i) a copy of each report, schedule and other document filed or received by it during such period pursuant to the requirements of federal and state banking laws and (ii) all other information concerning its business, properties and personnel as the Buyer Exchange Entities may reasonably request. In the event of the termination of this Agreement, the Buyer Exchange Entities shall, and shall cause their respective advisors and representatives to, (1) hold confidential all information obtained in connection with any transaction contemplated hereby with respect to the other party which is not otherwise public knowledge, (2) return to Bancshares USB and the Bank all documents (including copies thereof) obtained hereunder from Bancshares USB and the Bank and (3) use their best efforts to cause all information obtained pursuant to this Agreement or in connection with the negotiation hereof to be treated as confidential and not use, or knowingly permit others to use, any such information unless such information becomes generally available to the public.

Access and Information; Due Diligence. (a) Bancshares and the Bank each Seller shall afford to the Buyer EntitiesBuyer, and to the Buyer Entities' Buyer's accountants, counsel and other representatives, full reasonable access during normal business hours, during the Buyer Due Diligence Period and during any six (6) business days per month (and upon reasonable request for such additional time as may be required, provided such request shall not disrupt the normal operation of the Bank) during the period from the expiration of the Buyer Due Diligence Period prior to the Closing DateEffective Time, to all its properties, books, contracts, commitments and records and, during such period, shall furnish promptly to the Buyer Entities (i) a copy of each report, schedule and other document filed or received by it during such period pursuant to the requirements of federal and state banking securities laws and (ii) all other information concerning its business, properties and personnel as the Buyer Entities may reasonably request. In the event of the termination of this Agreement, the Buyer Entities Each party shall, and shall cause their respective its advisors and representatives to, (1A) hold confidential all information obtained in connection with any transaction contemplated hereby with respect to the other party and its Subsidiaries which is not otherwise public knowledge, (2B) in the event of a termination of this Agreement, return to Bancshares and the Bank all documents (including copies thereof) obtained hereunder from Bancshares and the Bank other party or any of its Subsidiaries to such other party of its Subsidiaries and (3C) use their its best efforts to cause all information obtained pursuant to this Agreement or in connection with the negotiation hereof of this Agreement to be treated as confidential and not use, or knowingly permit others to use, any such information unless such information becomes generally available to the public. Nothing herein shall require Seller to make disclosure of information which may not be disclosed without the prior approval of a Regulatory Authority, or to make any disclosure of information which would cause Seller or any Seller Subsidiary to waive an attorney-client privilege; provided however, Seller shall take any and all reasonable actions necessary to obtain the approval of any Regulatory Authority to disclose such information to Buyer. 5.02.

Access and Information; Due Diligence. (a) Bancshares and the Bank each shall afford to the Buyer Entities, and to the Buyer Entities' accountants, counsel and other representatives, full access during normal business hours, during the Buyer Due Diligence Period and during any six (6) business days per month (and upon reasonable request for such additional time as may be required, provided such request shall not disrupt the normal operation of the Bank) during the period from the expiration of the Buyer Due Diligence Period to the Closing Date, to all its properties, books, contracts, commitments and records of Bancshares and of the Bank and, during such period, shall furnish promptly to the Buyer Entities (i) a copy of each report, schedule and other document filed or received by it Bancshares or the Bank during such period pursuant to the requirements of federal and state banking laws laws, and (ii) all other information concerning its the business, properties and personnel of Bancshares and of the Bank as the Buyer Entities may reasonably request. In the event of the termination of this Agreement, the Buyer Entities shall, and shall cause their respective advisors and representatives to, (1) hold confidential all information obtained in connection with any transaction contemplated hereby with respect to the other party which is not otherwise public knowledge, (2) return to Bancshares and the Bank all documents (including copies thereof) obtained hereunder from Bancshares and the Bank and (3) use their best efforts to cause all information obtained pursuant to this Agreement or in connection with the negotiation hereof to be treated as confidential and not use, or knowingly permit others to use, any such information unless such information becomes generally available to the public.