Common use of Access to Information; Confidentiality; Cooperation Clause in Contracts

Access to Information; Confidentiality; Cooperation. (a) After the date hereof and prior to the Closing, Seller shall permit Purchaser and its authorized representatives to have reasonable access during normal business hours, upon reasonable prior notice to Seller, to Seller's books and records to the extent directly relating to the Conveyed Assets, the Assumed Liabilities and the Business (excluding confidential personnel and medical records), and Seller shall furnish promptly to Purchaser such information in Seller's possession concerning the Conveyed Assets, the Assumed Liabilities and the Business as Purchaser may reasonably request; provided, however, that any such access shall be conducted in such a manner as not to interfere with the operation of the Business. Notwithstanding the foregoing, (i) Seller need not disclose to Purchaser any information which would violate applicable Law, result in a breach of attorney-client privilege or similar privilege, or violate any confidentiality or nondisclosure agreement or similar agreement or arrangement to which Seller is a party and (ii) Seller may redact such portions of its books and records that do not directly relate to the Conveyed Assets, the Assumed Liabilities and the Business.

Access to Information; Confidentiality; Cooperation. (a) After the date hereof and prior to the Closing, Seller shall permit Purchaser and its authorized representatives to have reasonable access during normal business hours, upon reasonable prior notice to Seller, to Seller's books ’s properties, books, records, contracts, commitments and records to the extent directly personnel relating to the Conveyed Assets, the Assumed Liabilities and or the Business (excluding confidential personnel and medical records)Business, and Seller shall furnish promptly to Purchaser such information in Seller's possession concerning the Conveyed Assets, the Assumed Liabilities and or the Business as Purchaser may reasonably request; provided, however, that any such access shall be conducted in such a manner as not to materially interfere with the operation of the BusinessSeller’s business. Notwithstanding the foregoing, (i) Seller need not disclose to Purchaser any information which that would violate applicable Law, result in a breach of attorney-client privilege or similar privilege, or violate any confidentiality or nondisclosure agreement or similar agreement or arrangement to which Seller is a party and (ii) Seller may redact such portions of its books and records that do not directly relate to the Conveyed Assets, the Assumed Liabilities and or the Business.

Access to Information; Confidentiality; Cooperation. (a) After the date hereof and prior to the Closing, Seller shall permit Purchaser and its authorized representatives to have reasonable access during normal business hours, upon reasonable prior notice to Seller, to Seller's books properties, books, records, contracts, commitments and records to the extent directly personnel relating to the Conveyed Assets, the Assumed Liabilities and or the Business (excluding confidential personnel and medical records)Business, and Seller shall furnish promptly to Purchaser such information in Seller's possession concerning the Conveyed Assets, the Assumed Liabilities and or the Business as Purchaser may reasonably request; provided, however, that any such access shall be conducted in such a manner as not to materially interfere with the operation of the BusinessSeller's business. Notwithstanding the foregoing, (i) Seller need not disclose to Purchaser any information which that would violate applicable Law, result in a breach of attorney-client privilege or similar privilege, or violate any confidentiality or nondisclosure agreement or similar agreement or arrangement to which Seller is a party and (ii) Seller may redact such portions of its books and records that do not directly relate to the Conveyed Assets, the Assumed Liabilities and or the Business.

Access to Information; Confidentiality; Cooperation. (a) After the date hereof and prior to the Closing, Seller shall permit Purchaser and its authorized representatives Representatives to have reasonable access during normal business hours, upon reasonable prior notice to Seller, to Seller's ’s books and records to the extent directly relating to the Conveyed Assets, the Assumed Liabilities and the Business (excluding confidential personnel and medical recordsrecords that Seller is prohibited from disclosing pursuant to any Law), and Seller shall furnish promptly to Purchaser such information in Seller's ’s possession concerning the Conveyed Assets, the Assumed Liabilities and the Business as Purchaser may reasonably request; provided, however, that any such access shall be conducted in such a manner as not to materially interfere with the operation of the Business. Notwithstanding the foregoing, (i) Seller need not disclose to Purchaser any information which would (A) violate applicable Law, (B) result in a breach of attorney-client privilege or similar privilege, or (C) violate the terms of any confidentiality or nondisclosure non-disclosure agreement or similar agreement or arrangement to which Seller is bound, or (D) breach any duty of confidentiality owed to a party third-party, and (ii) Seller may redact such portions of its books and records that do not directly relate to the Conveyed Assets, the Assumed Liabilities and the Business.

Access to Information; Confidentiality; Cooperation. (a) After the date hereof and prior to the Closing, Seller shall permit Purchaser and its authorized representatives to have reasonable access during normal business hours, upon reasonable prior notice to Seller, to Seller's books properties (including the Equipment), books, records, contracts, commitments and records to the extent directly personnel relating to the Conveyed Assets, Assets or the Assumed Liabilities and the Business (excluding confidential personnel and medical records)Liabilities, and Seller shall use reasonable best efforts to furnish promptly to Purchaser such information in Seller's possession concerning the Conveyed Assets, Assets or the Assumed Liabilities and the Business as Purchaser may reasonably request; provided, however, that any such access shall be conducted in such a manner as not to unreasonably interfere with the operation of the BusinessSeller's business. Notwithstanding the foregoing, (i) Seller need not disclose to Purchaser any information which that would violate applicable Law, result in a breach of attorney-client privilege Law or similar privilege, or violate any confidentiality or nondisclosure agreement or similar agreement or arrangement to which Seller is a party and (ii) Seller may redact such portions of its books and records that do not directly relate to the Conveyed Assets, Assets or the Assumed Liabilities Liabilities. Seller may, as it deems reasonably necessary or advisable, designate any competitively sensitive information provided to Purchaser under this Section 5.2(a) as available to "outside counsel and the Businessretained experts only."

Access to Information; Confidentiality; Cooperation. (a) After the date hereof and prior to the Closing, Seller shall permit Purchaser and its authorized representatives to have reasonable access during normal business hours, upon reasonable prior notice to Seller, to Seller's books ’s properties (including the Equipment), books, records, contracts, commitments and records to the extent directly personnel relating to the Conveyed Assets, Assets or the Assumed Liabilities and the Business (excluding confidential personnel and medical records)Liabilities, and Seller shall use reasonable best efforts to furnish promptly to Purchaser such information in Seller's possession concerning the Conveyed Assets, Assets or the Assumed Liabilities and the Business as Purchaser may reasonably request; provided, however, that any such access shall be conducted in such a manner as not to unreasonably interfere with the operation of the BusinessSeller’s business. Notwithstanding the foregoing, (i) Seller need not disclose to Purchaser any information which that would violate applicable Law, result in a breach of attorney-client privilege Law or similar privilege, or violate any confidentiality or nondisclosure agreement or similar agreement or arrangement to which Seller is a party and (ii) Seller may redact such portions of its books and records that do not directly relate to the Conveyed Assets, Assets or the Assumed Liabilities Liabilities. Seller may, as it deems reasonably necessary or advisable, designate any competitively sensitive information provided to Purchaser under this Section 5.2(a) as available to “outside counsel and the Businessretained experts only.”