Common use of Access to Information and Due Diligence Clause in Contracts

Access to Information and Due Diligence. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Tarpon shall, and shall cause the Tarpon Subsidiaries to, afford to the officers, employees, accountants, counsel and other representatives of Buyer, access, during normal business hours during the period before the Effective Time, to all its properties, books, contracts, commitments and records and, during such period, Tarpon shall, and shall cause the Tarpon Subsidiaries to, make available to Buyer (i) a copy of each report, schedule, registration statement and other document filed or received by it during such period pursuant to the requirements of federal securities laws or federal banking laws, and (ii) all other information concerning its business, properties and personnel as Buyer may reasonably request. Neither Tarpon nor the Tarpon Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would (A) violate or prejudice the rights of Tarpon’s customers or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into before the date of this Agreement, or (B) impair any attorney-client privilege of the disclosing party. The parties hereto shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Buyer shall hold all information furnished by or on behalf of Tarpon or the Tarpon Subsidiaries or their representatives pursuant to Section 5.3(a) in confidence and shall return all documents containing any information concerning the properties, business and assets of such parties that may have been obtained in the course of negotiations or examination of the affairs of Tarpon either before or after the execution of this Agreement (other than such information as shall be in the public domain or otherwise ascertainable from public sources) and shall destroy any information, analyses or the like derived from such confidential information. Buyer shall use such information solely for the purpose of conducting business, legal and financial reviews of the Tarpon and for such other purposes as may be related to this Agreement. (c) No investigation by either of the parties or their respective representatives shall affect the representations and warranties of the other set forth herein. Without limitation of the foregoing, each party shall promptly notify the other party of any information obtained by such party during the course of any due diligence conducted by such party or its representatives in accordance with this Section 5.3 which is materially inconsistent with any representation or warranty made by the other party under this Agreement; provided, however, that either party’s failure to provide such notice to the other party shall not, in turn, be deemed to constitute a material breach of such party’s obligations under this Agreement.

Access to Information and Due Diligence. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Tarpon each of Equality and Allegiant shall, and shall cause the Tarpon Equality Subsidiaries and the Allegiant Subsidiaries, respectively, to, afford to the officers, employees, accountants, counsel and other representatives of Buyerthe other party, access, during normal business hours during the period before the Effective Time, to all its properties, books, contracts, commitments and records and, during such period, Tarpon each of Equality and Allegiant shall, and shall cause the Tarpon Equality Subsidiaries and the Allegiant Subsidiaries, respectively, to, make available to Buyer the other party (i) a copy of each report, schedule, registration statement and other document filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking laws, and (ii) all other information concerning its business, properties and personnel as Buyer such party may reasonably request. Neither Tarpon Equality, Allegiant, the Equality Subsidiaries nor the Tarpon Allegiant Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would (A) violate or prejudice the rights of Tarpon’s Equality's or Allegiant's, as the case may be, customers or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into before the date of this Agreement, or (B) impair any attorney-attorney- client privilege of the disclosing party. The parties hereto shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Buyer Each of Equality and Allegiant shall hold all information furnished by or on behalf of Tarpon the other party or the Tarpon Equality Subsidiaries or Allegiant Subsidiaries, as the case may be, or their representatives pursuant to Section 5.3(a) in confidence and and, upon -------------- termination of this Agreement, shall promptly return all documents containing any information concerning the properties, business and assets of such parties each other party that may have been obtained in the course of negotiations or examination of the affairs of Tarpon each other party either before or after the execution of this Agreement (other than such information as shall be in the public domain or otherwise ascertainable from public sources) and shall destroy any information, analyses or the like derived from such confidential information. Buyer Each of Equality and Allegiant shall use such information solely for the purpose of conducting business, legal and financial reviews of the Tarpon other party and for such other purposes as may be related to this Agreement. (c) No investigation by either of the parties or their respective representatives shall affect the representations and warranties of the other set forth herein. Without limitation of the foregoing, each party shall promptly notify the other party of any information obtained by such party during the course of any due diligence conducted by such party or its representatives in accordance with this Section 5.3 which is materially inconsistent with any representation or warranty made by the other party under this Agreement; provided, however, that either party’s failure to provide such notice to the other party shall not, in turn, be deemed to constitute a material breach of such party’s obligations under this Agreement.

Access to Information and Due Diligence. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of informationinformation and privacy rights, Tarpon Piedmont shall, and shall cause the Tarpon Subsidiaries Bank to, afford to the officers, employees, accountants, counsel and other representatives of BuyerPrivate, access, during normal business hours during the period before the Effective Time, to all its employees, properties, books, contracts, commitments and records and, during such period, Tarpon Piedmont shall, and shall cause the Tarpon Subsidiaries Bank to, make available to Buyer Private (i) a copy of each report, schedule, registration statement and other document filed or received by it during such period pursuant to the requirements of federal or state securities laws or federal banking lawsor state banking, insurance or similar laws relating to Piedmont and the Bank, and (ii) all other information concerning its business, properties and personnel as Buyer Private may reasonably request; provided, however, the activities of Private pursuant to this Section shall be carried out in a manner that does not unreasonably interfere with the conduct of the business of Piedmont and the Bank. Neither Tarpon Piedmont nor the Tarpon Subsidiaries Bank shall be required to provide access to or to disclose information where such access or disclosure would (A) violate or prejudice the rights of TarponPiedmont’s customers or employees, or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into before the date of this Agreement, or (B) impair any attorney-client privilege of the disclosing party. The parties hereto shall use their reasonable efforts to make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Buyer Private and its officers, directors, employees, advisors and representatives shall hold all information furnished by or on behalf of Tarpon Piedmont or the Tarpon Subsidiaries Bank or their representatives pursuant to Section 5.3(a5.4(a) in confidence and and, if the transactions contemplated hereby shall not take place, shall immediately return all documents containing any information concerning the properties, business and assets of such parties that may have been obtained in the course of negotiations or examination of the affairs of Tarpon Piedmont or the Bank either before or after the execution of this Agreement (other than such information as shall be in the public domain or otherwise ascertainable from public sources) and shall destroy any information, analyses or the like derived from such confidential informationinformation and provide a certificate signed by an executive officer of Private attesting to such destruction. Buyer Private shall use such information solely for the purpose of conducting business, legal and financial reviews of the Tarpon Piedmont and for such other purposes as may be related to this Agreement. (c) No investigation by either of the parties or their respective representatives shall affect the representations and warranties of the other set forth herein. Without limitation of the foregoing, each party shall promptly notify the other party of any information obtained by such party during the course of any due diligence conducted by such party or its representatives in accordance with this Section 5.3 which is materially inconsistent with any representation or warranty made by the other party under this Agreement; provided, however, that either party’s failure to provide such notice to the other party shall not, in turn, be deemed to constitute a material breach of such party’s obligations under this Agreement.

Access to Information and Due Diligence. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of informationinformation and privacy rights, Tarpon BHB shall, and shall cause the Tarpon Subsidiaries each BHB Subsidiary to, afford to the officers, employees, accountants, counsel and other representatives of Buyer, access, during normal business hours during the period before the Effective Time, to all its employees, properties, books, contracts, commitments and records and, during such period, Tarpon BHB shall, and shall cause the Tarpon Subsidiaries each BHB Subsidiary to, make available to Buyer (i) a copy of each report, schedule, registration statement and other document filed or received by it during such period pursuant to the requirements of federal or state securities laws or federal banking lawsor state banking, insurance or similar laws relating to BHB and the BHB Subsidiaries, and (ii) all other information concerning its business, properties and personnel as Buyer may reasonably request; provided, however, the activities of Buyer pursuant to this Section shall be carried out in a manner that does not unreasonably interfere with the conduct of the business of BHB and the BHB Subsidiaries. Neither Tarpon BHB nor the Tarpon Subsidiaries any BHB Subsidiary shall be required to provide access to or to disclose information where such access or disclosure would (A) violate or prejudice the rights of Tarpon’s BHB's customers or employees, or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into before the date of this Agreement, or (B) impair any attorney-client privilege of the disclosing party. The parties hereto shall use their reasonable efforts to make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Buyer and Acquisition Corp. and their respective officers, directors, employees, advisors and representatives shall hold all information furnished by or on behalf of Tarpon BHB or the Tarpon BHB Subsidiaries or their representatives pursuant to Section 5.3(a) in confidence and and, if the transactions contemplated hereby shall not take place, shall immediately return all documents containing any information concerning the properties, business and assets of such parties that may have been obtained in the course of negotiations or examination of the affairs of Tarpon BHB or the BHB Subsidiaries either before or after the execution of this Agreement (other than such information as shall be in the public domain or otherwise ascertainable from public sources) and shall destroy any information, analyses or the like derived from such confidential informationinformation and provide a certificate signed by an executive officer of Buyer attesting to such destruction. Buyer shall use such information solely for the purpose of conducting business, legal and financial reviews of the Tarpon BHB and for such other purposes as may be related to this Agreement. (c) No investigation by either of the parties or their respective representatives shall affect the representations and warranties of the other set forth herein. Without limitation of the foregoing, each party Buyer shall promptly notify the other party of BHB if Buyer has determined that any material information obtained by such party it during the course of any due diligence conducted by such party Buyer or its representatives after the date of this Agreement in accordance with this Section 5.3 which is materially inconsistent with any representation or warranty made by the other party under this Agreement; provided, however, that either party’s failure to provide such notice to the other party shall not, in turn, be deemed to constitute a material breach of such party’s obligations BHB under this Agreement.

Access to Information and Due Diligence. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Tarpon shall, and shall cause the Tarpon Subsidiaries to, afford to the officers, employees, accountants, counsel and other representatives of Buyer, access, during normal business hours during the period before the Effective Time, to all its properties, books, contracts, commitments and records and, during such period, Tarpon shall, and shall cause the Tarpon Subsidiaries to, make available to Buyer (i) a copy of each report, schedule, registration statement and other document filed or received by it during such period pursuant to the requirements of federal securities laws or federal banking laws, and (ii) all other information concerning its business, properties and personnel as Buyer may reasonably request. Neither Tarpon nor the Tarpon Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would (A) violate or prejudice the rights of Tarpon’s 's customers or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into before the date of this Agreement, or (B) impair any attorney-client privilege of the disclosing party. The parties hereto shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Buyer shall hold all information furnished by or on behalf of Tarpon or the Tarpon Subsidiaries or their representatives pursuant to Section 5.3(a) in confidence and shall return all documents containing any information concerning the properties, business and assets of such parties that may have been obtained in the course of negotiations or examination of the affairs of Tarpon either before or after the execution of this Agreement (other than such information as shall be in the public domain or otherwise ascertainable from public sources) and shall destroy any information, analyses or the like derived from such confidential information. Buyer shall use such information solely for the purpose of conducting business, legal and financial reviews of the Tarpon and for such other purposes as may be related to this Agreement. (c) No investigation by either of the parties or their respective representatives shall affect the representations and warranties of the other set forth herein. Without limitation of the foregoing, each party shall promptly notify the other party of any information obtained by such party during the course of any due diligence conducted by such party or its representatives in accordance with this Section 5.3 which is materially inconsistent with any representation or warranty made by the other party under this Agreement; provided, however, that either party’s 's failure to provide such notice to the other party shall not, in turn, be deemed to constitute a material breach of such party’s 's obligations under this Agreement.