Access to Board Papers Sample Clauses

Access to Board Papers. (a) The Company agrees to maintain a complete set of Board Papers, in a systematic and organized manner, in secure custody during the Access Period; provided, however, that if the relevant Board Papers were created prior to the date of this Agreement, the Company shall be deemed to have satisfied its obligations under this Section 15(a) if it uses all reasonable efforts to collate and keep those Board Papers in the manner required hereby. Subject to the foregoing proviso and the limitation in Sections 15(b) and 15(c), if Indemnitee asks to inspect, or for a copy of, any Board Paper during the Access Period and the request is made in connection with any Proceedings or the threat of any Proceedings, the Company must, within fourteen (14) days after receiving that request: (i) allow Indemnitee (or a person nominated in writing by Indemnitee) to inspect the Board Paper at the Company’s registered office (or any other place agreed by the Company and Indemnitee), and (ii) provide Indemnitee a copy of the Board Paper without charge. (b) Indemnitee hereby acknowledges that: (i) the Company remains the owner of all Board Papers and the Company may request Indemnitee to provide the Company with reasons why Indemnitee requires access to a document, (ii) as a condition to Indemnitee’s right to receive any Board Papers, Indemnitee must, on written request by the Company, provide the Company with written reasons why Indemnitee requires access to a document, and (iii) Indemnitee must return to the Company or destroy all copies of any Board Paper obtained from the Company under this Section 15 within ten (10) days after the relevant Proceedings are finally resolved or the threat of such Proceedings has ceased to materially exist. (c) If the Company has any right (including a right it has jointly or in common with Indemnitee or with Indemnitee and others) to privilege, such as attorney-client privilege, with respect to any document which Indemnitee inspects, copies or uses under this Agreement or the DGCL: (i) that document is to be treated by Indemnitee as confidential, (ii) by permitting the inspection, copying or use to Indemnitee or Indemnitee’s permitted nominee, the Company does not waive any privilege, and (iii) in so inspecting, copying or using the document by himself or herself or through Indemnitee’s permitted nominee, Indemnitee must use his or her best efforts to ensure that so far as is practical the right to privilege is not lost or waived, whether by Indemn...

Access to Board Papers. Where the Board considers it appropriate, the Company may: (a) give a Director or former Director access to certain papers, including documents provided or available to the Board and other papers referred to in those documents; and (b) bind itself in any contract with a Director or former Director to give the access.

Access to Board Papers. (a) The Corporation shall maintain a complete set of Board papers, meaning materials provided to Director specifically in connection with any meeting of the Board of Directors or any committee of the Board of Directors of the Corporation, whether in documentary form or some other form, including, but not limited to, Board papers, submissions, minutes, memoranda, legal opinions, and financial statements, subject to the regular document retention and destruction policies of the Corporation. In connection with any proceeding for which indemnification is available pursuant to this Agreement, Director shall be entitled, upon reasonable request, to inspect the Board papers at the Corporation’s principle administrative office and will be furnished a copy of the Board papers without charge. (b) Director acknowledges that Director will, on written request of the Corporation, provide the Corporation with written reasons why the Director requires access to any of the Board papers and, in any event, shall return to the Corporation all copies of any Board papers obtained from the Corporation within ten days after the proceedings for which the Board papers were requested are finally resolved or the threat of such proceeding has ceased to materially exist. (c) Director agrees not to disclose any confidential information contained in any Board papers unless: (i) the Corporation has given its prior written consent to such disclosure, (ii) Director is required to do so by law, or (iii) the disclosure is made for the purpose of obtaining professional advice or in connection with the relevant proceedings or the threat of such proceedings in relation to which the Director was given access to the Board papers. (d) The rights granted by this Section 6 are in addition to any rights that Director may have to inspect and access corporate records under law.