Common use of Access by Purchaser Clause in Contracts

Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon five Business Days’ notice to Seller to the Branches, Bank Employees, depository records, Loan files, and all other documents and other information concerning the Branches, the Business, the Purchased Assets, the Assumed Liabilities and the Transferred Employees as Purchaser may reasonably request; provided that a representative of Seller shall be permitted to be present at all times and provided further that with respect to information concerning Bank Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Bank Employees, and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which shall remain the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller be required to provide (a) any information which Seller, in its sole discretion deems proprietary, including, without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information, which is protected by the attorney-client privilege, or (c) its or any of its Affiliates’ Tax Returns.

Access by Purchaser. Upon execution of this Agreement, Seller Sellers shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon five two (2) Business Days’ Days notice to Seller Sellers to the Branches, Bank Branch Employees, depository records, Loan files, and all other documents and other information concerning the Branches, the Business, the Purchased Assets, the Assumed Liabilities and the Transferred Employees Branches as Purchaser may reasonably request; provided that a representative of Seller Sellers shall be permitted to be present at all times and provided further that with respect to information concerning Bank Branch Employees, Seller’s Sellers’ sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Bank Employees, Branch Employees and Seller Sellers shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which shall remain the sole property of SellerSellers. Notwithstanding the foregoing, in no event shall Seller Sellers be required to provide (a) any information which SellerSellers’, in its their sole discretion deems discretion, deem proprietary, including, including without limitation, Seller’s Sellers’ “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information, information which is protected by the attorney-client privilege, or (c) its or any of its Affiliates’ Tax Returnstax returns.

Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon five three (3) Business Days’ notice to Seller to the Branches, Bank Employees, depository records, Loan files, and all other documents and other information concerning the Branches, the Business, the Purchased Assets, the Assumed Liabilities Liabilities, and the Transferred Employees as Purchaser may reasonably request; provided provided, however, that a representative one or more representatives of Seller or its Affiliates shall be permitted to be present at all times and provided provided, however, further that with respect to information concerning Bank Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Bank Employees, Employees and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain remain, the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates be required to provide (a) any information which Seller, in its sole discretion discretion, deems proprietary, including, without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information, information which is protected by the attorney-client privilege, or (c) its any records or minutes of Seller’s Board of Directors, or (d) Seller’s or any of its Affiliates’ Tax Returnstax returns.

Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon five three (3) Business Days’ notice to Seller to the Branches, Bank Office, Employees, depository records, Loan files, and all other documents and other information concerning the Branches, the Office, the Business, the Purchased Assets, the Assumed Liabilities Liabilities, and the Transferred Employees as Purchaser may reasonably request; provided provided, however, that a representative one or more representatives of Seller or its Affiliates shall be permitted to be present at all times and provided provided, however, further that with respect to information concerning Bank Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Bank Employees, Employees and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain remain, the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates be required to provide (a) any information which Seller, in its sole discretion discretion, deems proprietary, including, without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information, information which is protected by the attorney-client privilege, or (c) its any records or minutes of Seller’s Board of Directors or any committee thereof, or (d) Seller’s or any of its Affiliates’ Tax Returnstax returns.