Common use of Access; Information Clause in Contracts

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, it shall, and shall cause its Subsidiaries to, afford the other parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective Date, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such other parties and representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities or banking laws (other than reports or documents that Dana ox xxe Company, or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable law), and (ii) all other information concerning the business, properties and personnel of it as the other may reasonably request. Neither Dana nxx xhe Company nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply. (b) It will not use any information obtained pursuant to this Section 6.5 for any purpose unrelated to the consummation of the transactions contemplated by this Agreement and, if this Agreement is terminated, will promptly destroy all information and documents obtained pursuant to this paragraph. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party's obligation to consummate the transactions contemplated by this Agreement.

Access; Information. (a) Upon Each of Community Financial and CHC agrees that upon reasonable notice and subject to applicable laws relating to the exchange of information, it shall, and shall cause its Subsidiaries to, afford the other parties party and their its officers, employees, counsel, accountants and other authorized representatives, access, such access during normal business hours throughout the period prior to the Effective DateTime to the books, to all records (including, without limitation, tax returns and work papers of its independent auditors), properties, books, contracts, commitments and records, personnel and to its officers, employees, accountants, counsel or such other representatives, information as any party may reasonably request and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such other parties and representatives party (i1) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities or banking laws (other than reports or documents that Dana ox xxe Company, or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable law)laws, and (ii2) all other information concerning the business, properties and personnel of it as the other may reasonably request. Neither Dana nxx xhe Company nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply. (b) It Each of Community Financial and CHC agrees that it will not, and will cause its representatives not to, use any information obtained pursuant to this Section 6.5 6.05 for any purpose unrelated to the consummation of the transactions contemplated by this Agreement andAgreement. Subject to the requirements of law, if this Agreement is terminatedeach party will keep confidential, and will promptly destroy cause its representatives to keep confidential, all information and documents obtained pursuant to this paragraphSection 6.05 in accordance with the terms of this Agreement. In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. (c) No investigation by either party Community Financial or CHC of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either the party's ’s obligation to consummate the transactions contemplated by this Agreement. Notwithstanding anything contained in this Agreement to the contrary, neither party shall be required to provide access or disclose information where such access or disclosure would violate the rights of its customers, jeopardize the attorney-client privilege of the party or person in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, or binding agreement entered into prior to the date of this Agreement.

Access; Information. (a) Upon reasonable notice and subject to applicable laws Laws relating to the exchange of information, it each party shall, and shall cause its Subsidiaries to, afford the other parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective DateTime, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such other parties and its representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities or banking laws Law (other than reports or documents that Dana ox xxe Company, ATN or Parent or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable law), Law) and (ii) all other information concerning the business, properties and personnel of it as the other may reasonably request. Neither Dana nxx xhe Company ATN nor Parent nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty Law or binding agreement entered into prior to the date of this Agreement. The parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply. (b) It Parent will not use any information obtained pursuant to this Section 6.5 7.5 for any purpose unrelated to the consummation of the transactions contemplated by this Agreement and, if this Agreement is terminated, and will promptly destroy hold all information and documents obtained pursuant to this paragraphparagraph in confidence. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party's ’s obligation to consummate the transactions contemplated by this Agreement.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, it shall, and shall cause its Subsidiaries to, afford the other parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective Date, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such other parties and representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities or banking laws (other than reports or documents that Dana ox xxe or the Company, or their respective Subsidiaries, as the case may caxx xay be, are not permitted to disclose under applicable law), and (ii) all other information concerning the business, properties and personnel of it as the other may reasonably request. Neither Dana nxx xhe nor the Company nor any of their respective Subsidiaries shall shxxx be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply. (b) It will not use any information obtained pursuant to this Section 6.5 for any purpose unrelated to the consummation of the transactions contemplated by this Agreement and, if this Agreement is terminated, will promptly destroy all information and documents obtained pursuant to this paragraph. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party's obligation to consummate the transactions contemplated by this Agreement.

Access; Information. (a) Upon Benchmark shall afford, upon reasonable notice and subject to applicable laws relating to the exchange of information, it shallUnited and its Representatives, and shall cause its Subsidiaries to, afford the other parties and their officers, employees, counsel, accountants and other authorized representatives, access, such access during normal business hours throughout the period prior to the Effective Date, Time to all of its properties, the books, contractsrecords (including, commitments without limitation, Tax Returns and recordswork papers of independent auditors), properties and personnel of Benchmark and Benchmark Bank, and to its officers, employees, accountants, counsel or such other representatives, information as United may reasonably request and, during such period, it shall, and (i) shall cause its Subsidiaries to, furnish promptly to such other parties and representatives (i) United a copy of each material report, schedule and other document filed by it Benchmark or Benchmark Bank pursuant to the requirements of federal or state securities or banking laws (other than reports or documents that Dana ox xxe Companylaws, or their respective Subsidiaries, as to the case may be, are not extent permitted to disclose under by applicable law), law and regulations; and (ii) shall grant access to all other information concerning the business, properties and personnel of it Benchmark or Benchmark Bank as the other United may reasonably request. Neither Dana nxx xhe Company nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply. (b) It United will not, and will cause its Representatives not to, use any information obtained pursuant to this Section 6.5 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement andAgreement, if and such information will be subject to the confidentiality provisions of Section 6.15. (c) In the event that this Agreement is terminatedterminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, will each party shall promptly destroy cause all copies of documents or extracts thereof containing information and documents obtained pursuant data as to this paragraphanother party hereto to be returned to the party which furnished the same or to be destroyed. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party's ’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, Benchmark shall deliver to United the monthly and quarterly unaudited consolidated financial statements of Benchmark prepared for its internal use and the report of condition and income of Benchmark Bank for each quarterly period completed prior to the Effective Date as the same shall become available.

Access; Information. (aA) Upon reasonable notice and subject to applicable laws relating to the exchange of informationnotice, it shall, and each party hereto shall cause its Subsidiaries to, afford the other parties hereto, and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Merger Effective Date, Date to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, records and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such the other parties and representatives hereto, (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities or banking laws (other than reports or documents that Dana ox xxe Company, or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable law)laws, and (ii) all other information concerning the its business, properties and personnel of it as the other parties hereto may reasonably request. Neither Dana nxx xhe Company nor any of their respective Subsidiaries No party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client or similar privilege of the institution in possession or control of with respect to such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreementhereof. The parties hereto will use their reasonable best efforts to make appropriate substitute disclosure arrangements under arrangements, to the extent practicable, in circumstances in which the restrictions of the preceding sentence apply. (bB) It No investigation pursuant to this Section 5.05 by any party shall affect or be deemed to modify or waive any representation or warranty made by any other party hereto or the conditions to the obligation of the first party to consummate the transactions contemplated by this Plan; and (2) each party hereto will not use any information obtained pursuant to this Section 6.5 5.05 for any purpose unrelated to this Plan, the consummation of the transactions contemplated by this Agreement hereby and, if this Agreement the Merger is terminatednot consummated, will promptly destroy hold all information and documents obtained pursuant to this paragraph. No investigation paragraph in confidence (as provided in Section 8.06 hereof) unless and until such time as such information or documents become publicly available other than by either reason of any action or failure to act by such party or as it is advised by counsel that any such information or document is required by law or applicable stock exchange, NASD or Nasdaq NMS rule to be disclosed, and in the event of the business and affairs termination of this Plan, each party will, upon request by the other shall affect party, deliver to the other all documents so obtained by it or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party's obligation to consummate the transactions contemplated by this Agreementdestroy such documents.

Access; Information. (aA) Upon reasonable notice notice, Community and subject to applicable laws relating to the exchange of information, it shall, and Bank shall cause its Subsidiaries to, afford the other parties Company and their its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior up to the Effective Date, to all of its and the Community Subsidiaries' properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, records and, during such period, it shall, Community and the Bank shall cause its Subsidiaries to, furnish promptly to such other parties and representatives the Company (i) a copy of each material report, schedule and other document filed by it pursuant to Community and the requirements of federal or state securities or banking laws (other than reports or documents that Dana ox xxe Company, or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable law)Community Subsidiaries with any Regulatory Authority, and (ii) all other information concerning the business, properties and personnel of it Community and the Community Subsidiaries as the other Company may reasonably request. Neither Dana nxx xhe Company nor , including an examination report by any of their respective Subsidiaries Regulatory Authority (to be reviewed at Bank premises with no copies made), provided that no investigation pursuant to this Section 4.05 shall affect or be required deemed to provide access to modify or to disclose information where such access waive any representation or disclosure would violate warranty made by Community or prejudice the rights of its customers, jeopardize Bank or the attorney-client privilege of the institution in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior conditions to the date obligations of Community and the Bank to consummate the transactions contemplated by this Agreement. The parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply. (bB) It The Company will not use any information obtained pursuant to this Section 6.5 4.05 for any purpose unrelated to the consummation of the transactions contemplated by this Agreement and, if this Agreement is terminated, will promptly destroy hold all information and documents obtained pursuant to this paragraph. No investigation paragraph in confidence (as provided in Section 7.06) unless and until such time as such information or documents become publicly available other than by either party reason of any action or failure to act by the Company or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the business and affairs termination of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, the Company will, upon request by Community, deliver to Community all documents so obtained by the Company or destroy such documents and, in the case of destruction, will certify such fact to Community. In the event the Agreement is terminated, the Company shall not use, either directly or indirectly, any information or knowledge obtained as a result of this investigation to the competitive detriment of Community or the conditions to either party's obligation to consummate the transactions contemplated by this AgreementBank.

Access; Information. (aA) Upon reasonable notice and subject to applicable laws relating to the exchange of informationnotice, it shall, and shall cause its Subsidiaries to, will afford the other parties party hereto, and their its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Merger Effective Date, Date to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, records and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such the other parties and representatives party hereto, (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities banking or banking laws (other than reports or documents that Dana ox xxe Company, or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable law)laws, and (ii) all other information concerning the its business, properties and personnel of it as the other party may reasonably request. Neither Dana nxx xhe Company nor any of their respective Subsidiaries Notwithstanding the foregoing, no party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client or similar privilege of the institution in possession or control of with respect to such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreementhereof. The parties hereto will use their reasonable best efforts to make appropriate substitute disclosure arrangements under arrangements, to the extent practicable, in circumstances in which the restrictions of the preceding sentence apply. (bB) It will not use any information obtained No investigation pursuant to this Section 6.5 for 5.3 by any purpose unrelated to the consummation of the transactions contemplated by this Agreement and, if this Agreement is terminated, will promptly destroy all information and documents obtained pursuant to this paragraph. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant representation or agreement in this Agreement, warranty made by the other party or the conditions to either party's the obligation of the first party to consummate the transactions contemplated by this Agreement; and neither party shall use any information obtained pursuant to this Section 5.3 for any purpose unrelated to this Agreement, and the consummation of the transactions contemplated hereby and, if the Merger is not consummated, each party will hold all information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by such party or as it is advised by counsel that any such information or document is required by law to be disclosed, and in the event of the termination of this Agreement, each party will, upon request by the other party, deliver to the other all documents so obtained by it or destroy such documents.

Access; Information. (a) Upon Each of CBI and CHC agrees that upon reasonable notice and subject to applicable laws relating to the exchange of information, it shall, and shall cause its Subsidiaries to, afford the other parties party and their the other party’s officers, employees, counsel, accountants and other authorized representatives, access, such access during normal business hours throughout the period prior to the Effective DateTime to the books, to all records (including, without limitation, tax returns and work papers of its independent auditors), properties, books, contracts, commitments and records, personnel and to its officers, employees, accountants, counsel or such other representatives, information as any party may reasonably request and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such other parties and representatives party (i1) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities or banking laws (other than reports or documents that Dana ox xxe Company, or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable law)laws, and (ii2) all other information concerning the business, properties and personnel of it as the other may reasonably request. Neither Dana nxx xhe Company nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply. (b) It Each of CBI and CHC agrees that it will not, and will cause its representatives not to, use any information obtained pursuant to this Section 6.5 6.05 for any purpose unrelated to the consummation of the transactions contemplated by this Agreement andAgreement. Subject to the requirements of law, if this Agreement is terminatedeach party will keep confidential, and will promptly destroy cause its representatives to keep confidential, all information and documents obtained pursuant to this paragraphSection 6.05 in accordance with that certain Confidentiality Agreement dated as of January 7, 2004, by and between CHC and CBI. In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. (c) No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party's ’s obligation to consummate the transactions contemplated by this Agreement. Notwithstanding anything contained in this Agreement to the contrary, neither CBI nor City National shall be required to provide access or disclose information regarding its review of CHC’s or City Holding’s compliance with this agreement or where such access or disclosure would violate the rights of its customers, jeopardize the attorney-client privilege of the person in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, or binding agreement entered into prior to the date of this Agreement.