Access; Consultation. Upon reasonable notice, and except as may be prohibited by applicable Law, Weblink and Metrocall each shall (and shall cause its Subsidiaries to) afford the other and its respective Representatives, reasonable access, during normal business hours throughout the period prior to the Effective Time, to its properties, books, contracts and records and, during such period, each shall (and shall cause its Subsidiaries to) furnish promptly to the other party all information concerning its business, properties and personnel as may reasonably be requested; provided that no investigation pursuant to this section shall affect or be deemed to modify any representation or warranty made by Weblink or Metrocall under this Agreement; and provided, further, that the foregoing shall not require Weblink or Metrocall to permit any inspection, or to disclose any information, that in the reasonable judgment of Weblink or Metrocall, as the case may be, would result in the disclosure of any trade secrets of it or third parties, or violate any of its obligations with respect to confidentiality if Weblink or Metrocall, as the case may be, shall have used all commercially reasonable efforts to obtain the consent of such third party to such inspection or disclosure. All requests for information made pursuant to this section shall be directed to an executive officer of Weblink or Metrocall, as the case may be, or such Person as may be designated by any such executive officer, as the case may be. Any information exchanged or provided pursuant to this Agreement shall be subject to the terms of the Confidentiality Agreement.
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Samples: Restructuring and Section 303 Agreement (Metrocall Inc), Restructuring and Section 303 Agreement (Weblink Wireless Inc)
Access; Consultation. Upon reasonable notice, and except as may be prohibited by applicable Law, Weblink PageNet and Metrocall Arch each shall (and shall cause its Subsidiaries to) afford the other and its respective Representatives, reasonable access, during normal business hours throughout the period prior to the Effective Time, to its properties, books, contracts and records and, during such period, each shall (and shall cause its Subsidiaries to) furnish promptly to the other party all information concerning its business, properties and personnel as may reasonably be requested; provided PROVIDED that no investigation pursuant to this section shall affect or be deemed to modify any representation or warranty made by Weblink PageNet or Metrocall Arch under this Agreement; and providedPROVIDED, furtherFURTHER, that the foregoing shall not require Weblink PageNet or Metrocall Arch to permit any inspection, or to disclose any information, that in the reasonable judgment of Weblink PageNet or MetrocallArch, as the case may be, would result in the disclosure of any trade secrets of it or third parties, or violate any of its obligations with respect to confidentiality if Weblink PageNet or MetrocallArch, as the case may be, shall have used all commercially reasonable efforts to obtain the consent of such third party to such inspection or disclosure. All requests for information made pursuant to this section shall be directed to an executive officer of Weblink PageNet or MetrocallArch, as the case may be, or such Person as may be designated by any such executive officer, as the case may be. Any information exchanged or provided pursuant to this Agreement shall be subject to the terms of the Confidentiality Agreement.
Appears in 1 contract
Samples: Merger Agreement (Arch Communications Group Inc /De/)
Access; Consultation. Upon reasonable notice, and except as may be prohibited by applicable Law, Weblink PageNet and Metrocall Arch each shall (and shall cause its Subsidiaries to) afford the other and its respective Representatives, reasonable access, during normal business hours throughout the period prior to the Effective Time, to its properties, books, contracts and records and, during such period, each shall (and shall cause its Subsidiaries to) furnish promptly to the other party all information concerning its business, properties and personnel as may reasonably be requested; provided that no investigation pursuant to this section shall affect or be deemed to modify any representation or warranty made by Weblink PageNet or Metrocall Arch under this Agreement; and provided, further, that the foregoing shall not require Weblink PageNet or Metrocall Arch to permit any inspection, or to disclose any information, that in the reasonable judgment of Weblink PageNet or MetrocallArch, as the case may be, would result in the disclosure of any trade secrets of it or third parties, or violate any of its obligations with respect to confidentiality if Weblink PageNet or MetrocallArch, as the case may be, shall have used all commercially reasonable efforts to obtain the consent of such third party to such inspection or disclosure. All requests for information made pursuant to this section shall be directed to an executive officer of Weblink PageNet or MetrocallArch, as the case may be, or such Person as may be designated by any such executive officer, as the case may be. Any information exchanged or provided pursuant to this Agreement shall be subject to the terms of the Confidentiality Agreement.
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