Common use of Access to Information and Documents Clause in Contracts

Access to Information and Documents. Subject to any applicable antitrust restrictions, from the date hereof until the Closing Arcelor shall give, and shall cause the Group Members and the Concerned Arcelor Affiliates to give, Noble and its agents and representatives (including auditors, lawyers, financial and business advisors and environmental consultants in addition to the Persons identified in Section 7.1 of this Agreement) reasonable access during normal working hours to any and all of the properties, assets, books, records and other documents and employees of Group Members and the Concerned Arcelor Affiliates (solely to the extent included in or relating to the laser-welded blanks business or the Reorganization) in order to enable Noble to make such examination of the business, properties, assets, books, records and other documents of Group Members and Concerned Arcelor Affiliates and the Business and to conduct such other due diligence investigation of the Business, including “Phase I” environmental audits, investigation and site assessments, as Noble may reasonably deem necessary or desirable, including discussions and examinations for the purpose of enabling Noble to satisfy its obligations after the Closing under the Xxxxxxxx-Xxxxx Act of 2002 and rules and regulations thereunder. Subject to any applicable antitrust restrictions, Arcelor shall, and shall cause the Group Members and Concerned Arcelor Affiliates to, make full disclosure to Noble and its agents and representatives upon inquiry as to all aspects of their businesses and related Liabilities, including the conduct of business operations (past, present and future), condition (financial and otherwise), related Liabilities and prospects. To the extent that a confidentiality agreement with a third party would prohibit such disclosure, Arcelor will so advise Noble and will, upon Noble’s request, work with the third party to have Noble added to the confidentiality arrangement upon terms acceptable to Arcelor, Noble and the third party. As part of such examination, following reasonable notice to Arcelor and with Arcelor’s prior written consent (not to be unreasonably withheld) Noble may make such inquiries of such Persons having business relationships with the Group Members, the Concerned Arcelor Affiliates and the Business (including suppliers, licensees and customers) as Noble shall deem necessary or desirable. From time to time after Closing, at Noble’s request and without further consideration Arcelor will, and will cause Arcelor’s Affiliates to, make available to Noble and to Noble’s agents and representatives (and copy at Noble’s request and Noble’s expense) any books and records of Arcelor and of Arcelor’s Affiliates relating to the operation of the Business, provided, however, that Arcelor and Arcelor’s Affiliates may redact from such books and records information that Arcelor reasonably and in good faith determines to be confidential and that does not relate to the operation of the Business.

Access to Information and Documents. Subject to any applicable antitrust restrictions, from the date hereof until the Closing Arcelor Noble shall give, and shall cause the Group Members and the Concerned Arcelor Noble’s Affiliates to give, Noble Arcelor and its agents and representatives (including auditors, lawyers, financial and business advisors and environmental consultants in addition to the Persons identified in Section 7.1 of this Agreementconsultants) reasonable access during normal working hours to any and all of the properties, assets, books, records and other documents and employees of Group Members and the Concerned Arcelor Affiliates (solely to the extent included in or relating to the laser-welded blanks business or the Reorganization) Noble in order to enable Noble Arcelor to make such examination of the business, properties, assets, books, records and other documents of Group Members and Concerned Arcelor Noble, Noble’s Affiliates and the Business their business and to conduct such other due diligence investigation of the BusinessNoble’s business (including, including “Phase I” subject to Noble’s consent, environmental audits, investigation and site assessments, ) as Noble Arcelor may reasonably deem necessary or desirable, including discussions and examinations for the purpose of enabling Noble to satisfy its obligations after the Closing under the Xxxxxxxx-Xxxxx Act of 2002 and rules and regulations thereunder. Subject to any applicable antitrust restrictions, Arcelor Noble shall, and shall cause the Group Members and Concerned Arcelor Noble’s Affiliates to, make full disclosure to Noble Arcelor and its agents and representatives upon inquiry as to all aspects of their businesses and related Liabilities, including the conduct of business operations (past, present and future), condition (financial and otherwise), related Liabilities and prospects. To the extent that a confidentiality agreement with a third party would prohibit such disclosure, Arcelor Noble will so advise Noble Arcelor and will, upon NobleArcelor’s request, work with the third party to have Noble Arcelor added to the confidentiality arrangement upon terms acceptable to ArcelorXxxxx, Noble Xxxxxxx and the third party. As part of such examination, following reasonable notice to Arcelor Noble and with ArcelorNoble’s prior written consent (not to be unreasonably withheld) Noble Arcelor may make such inquiries of such Persons having business relationships with the Group MembersNoble, the Concerned Arcelor Noble’s Affiliates and the Business Noble’s business (including suppliers, licensees and customers) as Noble Arcelor shall deem necessary or desirable. From time Arcelor acknowledges and agrees that, as a result of its due diligence investigation of Noble, it may receive material nonpublic information about Noble and that US securities laws impose restrictions on trading in securities while in possession of such information. Accordingly, Arcelor agrees that, prior to time after the Closing, at Noble’s request and without further consideration Arcelor will, and it will cause Arcelor’s Affiliates to, make available not purchase or sell Noble securities from or to Noble and to Noble’s agents and representatives (and copy at Noble’s request and Noble’s expense) any books and records of Arcelor and of Arcelor’s Affiliates relating to the operation of the Business, provided, however, that Arcelor and Arcelor’s Affiliates may redact from such books and records information that Arcelor reasonably and in good faith determines to be confidential and that does not relate to the operation of the BusinessPerson.

Access to Information and Documents. Subject to any applicable antitrust restrictions, from (a) From the date hereof until the Closing Arcelor shall give, and shall cause the Group Members and the Concerned Arcelor Affiliates to give, Noble and its agents and representatives (including auditors, lawyers, financial and business advisors and environmental consultants in addition to the Persons identified in Section 7.1 Effective Time of this Agreement) reasonable the Merger, the Company shall give to, or cause to be made available for, MSCMG and MSCMG shall give to, or cause to be made available for, the Company and their respective counsels, accountants and other representatives full access during normal working business hours to any all properties, documents, contracts, employees and all records of the properties, assets, books, records Company and the Company Subsidiaries or MSCMG and furnish the other party with copies of such documents and employees of Group Members and the Concerned Arcelor Affiliates (solely to the extent included in or relating to the laser-welded blanks business or the Reorganization) in order to enable Noble to make with such examination of the business, properties, assets, books, records and other documents of Group Members and Concerned Arcelor Affiliates and the Business and to conduct information as such other due diligence investigation of the Business, including “Phase I” environmental audits, investigation and site assessments, as Noble may reasonably deem necessary or desirable, including discussions and examinations for the purpose of enabling Noble to satisfy its obligations after the Closing under the Xxxxxxxx-Xxxxx Act of 2002 and rules and regulations thereunder. Subject to any applicable antitrust restrictions, Arcelor shall, and shall cause the Group Members and Concerned Arcelor Affiliates to, make full disclosure to Noble and its agents and representatives upon inquiry as to all aspects of their businesses and related Liabilities, including the conduct of business operations (past, present and future), condition (financial and otherwise), related Liabilities and prospects. To the extent that a confidentiality agreement with a third party would prohibit such disclosure, Arcelor will so advise Noble and will, upon Noble’s request, work with the third party to have Noble added to the confidentiality arrangement upon terms acceptable to Arcelor, Noble and the third party. As part of such examination, following reasonable notice to Arcelor and with Arcelor’s prior written consent (not to be unreasonably withheld) Noble may make such inquiries of such Persons having business relationships with the Group Members, the Concerned Arcelor Affiliates and the Business (including suppliers, licensees and customers) as Noble shall deem necessary or desirable. From from time to time after Closing, at Noble’s request and without further consideration Arcelor will, and will cause Arcelor’s Affiliates to, make available to Noble and to Noble’s agents and representatives (and copy at Noble’s request and Noble’s expense) any books and records of Arcelor and of Arcelor’s Affiliates relating to the operation of the Business, reasonably may request; provided, however, that Arcelor nothing herein shall be deemed to obligate the Company or MSCMG to provide the other party access to information or operations the access to which is restricted for statutory or other governmental security purposes. The Company will make available to MSCMG for examination correct and Arcelor’s Affiliates may redact from such books complete copies of all Federal, state, local and records information that Arcelor reasonably foreign tax returns filed by the Company and in good faith determines to be confidential the Company Subsidiaries, together with all available revenue agents' reports, all other reports, notices and that does not relate correspondence concerning tax audits or examinations and analyses of all provisions for reserves or accruals of taxes including deferred taxes. (b) Until the Effective Time of the Merger (and, if this Merger Agreement is terminated prior to the operation Effective Time of the BusinessMerger, at all times after such termination), the Company and MSCMG will not disclose or use any confidential information obtained in the course of their respective investigations, except to the extent that any such confidential information subsequently becomes public knowledge. (c) If the Merger is not consummated and this Merger Agreement is terminated, then MSCMG promptly shall return all documents, contracts, records or properties of the Company furnished by the Company to MSCMG, and all copies thereof, and the Company promptly shall return all documents, contracts, records or properties of MSCMG furnished by MSCMG to the Company, and all copies thereof. 18 SECTION 6.5.

Access to Information and Documents. Subject Upon reasonable notice and during regular business hours, MTI will give to any applicable antitrust restrictionsIFSI, from the date hereof until the Closing Arcelor shall giveits attorneys, accountants and shall cause the Group Members and the Concerned Arcelor Affiliates other representatives full access to give, Noble and its agents and representatives personnel (including auditors, lawyers, financial and business advisors and environmental consultants in addition subject to reasonable approval as to the Persons identified in Section 7.1 of this Agreementtime thereof) reasonable access during normal working hours to any and all of the properties, assetsdocuments, bookscontracts, books and records and other will furnish copies of such documents (certified by officers, if so requested) and employees of Group Members and the Concerned Arcelor Affiliates (solely with such information with respect to the extent included in or relating to the laser-welded blanks business or the Reorganization) in order to enable Noble to make such examination of the its business, propertiesoperations, assets, books, records affairs and other documents of Group Members and Concerned Arcelor Affiliates and the Business and to conduct such other due diligence investigation of the Business, including “Phase I” environmental audits, investigation and site assessments, as Noble may reasonably deem necessary or desirable, including discussions and examinations for the purpose of enabling Noble to satisfy its obligations after the Closing under the Xxxxxxxx-Xxxxx Act of 2002 and rules and regulations thereunder. Subject to any applicable antitrust restrictions, Arcelor shall, and shall cause the Group Members and Concerned Arcelor Affiliates to, make full disclosure to Noble and its agents and representatives upon inquiry as to all aspects of their businesses and related Liabilities, including the conduct of business operations (past, present and future), condition prospects (financial and otherwise)) as IFSI may from time to time request, related Liabilities and prospectsthe party to whom the information is provided will not improperly disclose the same prior to the Closing. To MTI will afford IFSI an opportunity to ask questions and receive answers thereto in furtherance of its duly diligent examination of MTI. Any such furnishing of such information or any investigation shall not affect that party’s right to rely on the other party’s representations and warranties made in this Agreement or in connection herewith or pursuant hereto, except to the extent that written disclosure of information at a confidentiality agreement variance or in conflict with a third party would prohibit any such disclosurerepresentation or warranty is made and provides specific notice of such variance or conflict. 5512854.2 28947/118201 Upon reasonable notice and during regular business hours, Arcelor IFSI will so advise Noble give to MTI, its attorneys, accountants and will, upon Noble’s request, work with the third party other representatives full access to have Noble added its personnel (subject to reasonable approval as to the confidentiality arrangement upon terms acceptable to Arcelortime thereof) and all properties, Noble documents, contracts, books and the third party. As part records and will furnish copies of such examinationdocuments (certified by officers, following reasonable notice to Arcelor if so requested) and with Arcelor’s prior written consent such information with respect to its business, operations, affairs and prospects (not to be unreasonably withheld) Noble may make such inquiries of such Persons having business relationships with the Group Members, the Concerned Arcelor Affiliates financial and the Business (including suppliers, licensees and customersotherwise) as Noble shall deem necessary or desirable. From MTI may from time to time after Closing, at Noble’s request and without further consideration Arcelor willrequest, and the party to whom the information is provided will cause Arcelor’s Affiliates to, make available to Noble and to Noble’s agents and representatives (and copy at Noble’s request and Noble’s expense) any books and records of Arcelor and of Arcelor’s Affiliates relating not improperly disclose the same prior to the operation Closing. IFSI will afford MTI an opportunity to ask questions and receive answers thereto in furtherance of its duly diligent examination of IFSI. Any such furnishing of such information or any investigation shall not affect that party’s right to rely on the Businessother party’s representations and warranties made in this Agreement or in connection herewith or pursuant hereto, provided, however, that Arcelor and Arcelor’s Affiliates may redact from such books and records information that Arcelor reasonably and in good faith determines to be confidential and that does not relate except to the operation extent that written disclosure of the Businessinformation at a variance or in conflict with any such representation or warranty is made and provides specific notice of such variance or conflict.

Access to Information and Documents. Subject (a) So long as this Agreement is in effect the Company, in order for Purchaser to any applicable antitrust restrictionscomplete its due diligence in connection with effecting a Closing hereunder, from will give Purchaser and Purchaser's attorneys, accountants, consultants, financial advisors, employees, agents and other representatives full access to the date hereof until Company's Video Business, including but not limited to, with respect to the Closing Arcelor shall giveCompany's Video Business and the Subsidiary, all properties, documents, contracts, information, books, work papers and records and will furnish Purchaser with copies of such documents (certified by the Company's and the Subsidiary's officers as so appropriate and if so requested) and shall cause the Group Members and the Concerned Arcelor Affiliates provide all information with respect to give, Noble and its agents and representatives (including auditors, lawyers, financial and business advisors and environmental consultants in addition to the Persons identified in Section 7.1 of this Agreement) reasonable access during normal working hours to any and all of the properties, assets, books, records banking and other documents and employees of Group Members and the Concerned Arcelor Affiliates (solely to the extent included in or relating to the laser-welded blanks business or the Reorganization) in order to enable Noble to make such examination of the business, properties, assetsfinancial relationships, books, contracts, commitments, reports and records and other documents of Group Members and Concerned Arcelor Affiliates and the Business and to conduct such other due diligence investigation of the Business, including “Phase I” environmental audits, investigation and site assessments, as Noble Purchaser may reasonably deem necessary or desirable, including discussions and examinations for the purpose of enabling Noble to satisfy its obligations after the Closing under the Xxxxxxxx-Xxxxx Act of 2002 and rules and regulations thereunder. Subject to any applicable antitrust restrictions, Arcelor shall, and shall cause the Group Members and Concerned Arcelor Affiliates to, make full disclosure to Noble and its agents and representatives upon inquiry as to all aspects of their businesses and related Liabilities, including the conduct of business operations (past, present and future), condition (financial and otherwise), related Liabilities and prospects. To the extent that a confidentiality agreement with a third party would prohibit such disclosure, Arcelor will so advise Noble and will, upon Noble’s request, work with the third party to have Noble added to the confidentiality arrangement upon terms acceptable to Arcelor, Noble and the third party. As part of such examination, following reasonable notice to Arcelor and with Arcelor’s prior written consent (not to be unreasonably withheld) Noble may make such inquiries of such Persons having business relationships with the Group Members, the Concerned Arcelor Affiliates and the Business (including suppliers, licensees and customers) as Noble shall deem necessary or desirable. From from time to time after Closingrequest, at Noble’s request including, without limitation, such books, records, documents and without further consideration Arcelor will, and will cause Arcelor’s Affiliates to, make available to Noble and to Noble’s agents and representatives (and copy at Noble’s request and Noble’s expense) any books and records of Arcelor and of Arcelor’s Affiliates other information relating to any predecessor to the operation of the Company's Video Business, all of which shall be subject to the provisions of Section 12(b) below; provided, however, that Arcelor notwithstanding the foregoing, (i) the Company shall not be required to disclose to Purchaser prior to the Closing the identifies of the entities, data for which is set forth on Schedule 6(w), Schedule 6(x) Schedule 6(z) or Schedule 6(ff), and Arcelor’s Affiliates may redact from such books and records information (ii) the Company shall not be required, prior to Closing, to disclose to Purchaser any proprietary data that Arcelor reasonably and is solely of a technical nature, that the Company believes, in good faith determines faith, would be competitively damaging to be confidential and the Company in the event that the Closing does not relate occur. The furnishing of any information to Purchaser hereunder or any investigation by Purchaser shall not affect Purchaser's right to rely on any representations and warranties made in this Agreement. In addition, the Company will permit Purchaser and its attorneys, accountants, financial advisers, consultants, employees, agents and other representatives reasonable access to personnel of the Company's Video Business and of the Subsidiary, as well as to the operation customers, suppliers and distributors of the BusinessCompany's Video Business and the Subsidiary, and those institutions with which the Company's Video Business and the Subsidiary maintain banking, borrowing or credit relationships, all during normal business hours as may be necessary or useful to the Purchaser in its review of the properties, assets and business affairs of the Company's Video Business and the Subsidiary; provided, however, that Purchaser agrees that it will not contact any of such foregoing personnel, customers, suppliers or distributors, or banking, borrowing or credit institutions, without coordinating such contact with the Company; and it is further provided that with respect to those distributors and suppliers set forth on Schedule 12(a) annexed hereto, Purchaser shall not engage in any business relations for two (2) years after the date set forth above in the event that a Closing hereunder does not occur.