Access to Information; Confidentiality; Public Announcements. (a) Subject to the Confidentiality Agreement and subject to applicable Law, each of Battery and RH shall, and shall cause its Subsidiaries to, afford to the other party and to the directors, officers, employees, consultants, accountants, counsel, advisors and other agents and representatives of such other party (collectively, “Representatives”), reasonable access at all reasonable times during normal business hours on reasonable notice prior to the Effective Time to all their respective properties, books, Contracts, commitments, personnel and records (provided that such access shall not unreasonably interfere with the business or operations of such party) and, during such period, each of Battery and RH shall, and shall cause its Subsidiaries to, furnish promptly to the other party all information concerning its business, properties and personnel as such other party may reasonably request; provided, that nothing in this Section 6.6(a) or Section 6.6(b) shall require a party to provide any access, or to disclose any information, if permitting such access or disclosing such information would (i) violate applicable Law, (ii) violate any of its obligations with respect to confidentiality (provided that such party shall, upon the request of the other party, use its reasonable best efforts to obtain the required consent of any third party to such access or disclosure) or (iii) result in the loss of attorney-client or similar privilege (provided that such party shall use its reasonable best efforts to allow for such access or disclosure in a manner that does not result in a loss of attorney-client privilege). No review pursuant to this Section 6.6 shall affect or be deemed to modify any representation or warranty contained herein, the covenants or agreements of the parties hereto or the conditions to the obligations of the parties hereto under this Agreement.
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of the Closing Date and such time as this Agreement is terminated in accordance with Article 10, the Company shall (i) give Buyer and its authorized Representatives, reasonable access during normal business hours to all personnel, books, records, offices, Contracts, documents and other facilities, Persons and properties of the Company Group as Buyer and its authorized Representatives may from time to time reasonably request and (ii) request that the counsel and financial advisors of the Company Group reasonably cooperate with Buyer and its counsel in its inspection of the Company Group; provided, however, that (A) any such access shall be subject to the Company Group’s reasonable security measures, insurance requirements and COVID-19 Measures, and conducted in a manner not to unreasonably interfere with the businesses or operations of the Company Group, (B) Buyer and its Representatives shall not contact or otherwise communicate with the employees (other than officers of the Company), customers or suppliers of the Company Group unless, in each instance, approved in writing in advance by the Chief Executive Officer or General Counsel of the Company and (C) notwithstanding anything to the contrary in this Agreement, the Company shall not be required to disclose any information to Buyer or its authorized Representatives if doing so could violate any Contract existing as of the date of this Agreement to which any member of the Company Group is a party or any Law to which any member of the Company Group is subject (provided, that, the Company shall use commercially reasonable efforts to provide such information to Buyer in a manner that does not violate such Law or Contract), (E) nothing herein shall require the Company to furnish to Buyer or provide Buyer with access to information that is subject to attorney-client privilege but the Company shall take reasonable steps to provide such information if requested by Buyer, and (F) any such access shall be subject to applicable Law and any COVID-19 Measures.
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of the Closing Date and the termination of the Agreement in accordance with Article 10, the Companies shall give Buyer and its authorized Representatives reasonable access, exclusively for purposes related to the transactions contemplated hereby (including for the purpose of preparing to own the Ownership Interests and operate the business of the Companies and the Fabri-Kal Subsidiaries after the Closing), during normal business hours to all books, records, offices and other facilities and properties of the Companies and the Fabri -Kal Subsidiaries, and shall make the officers, employees, consultants, agents, accountants, attorneys and other Representatives of the Companies and the Fabri-Kal Subsidiaries available to Buyer and their authorized Representatives, as Buyer or its authorized Representatives may from time to time reasonably request; provided, however, that any such access shall be conducted in a manner not to unreasonably interfere with the businesses or operations of the Companies and the Fabri-Kal Subsidiaries and Buyer shall not conduct any invasive sampling or testing of building materials or the environment with respect to any real property. Notwithstanding anything to the contrary in this Agreement, none of the Companies or any Fabri-Kal Subsidiary shall be required to disclose any information to Buyer, or its authorized Representatives, if doing so would (i) violate any agreement or any Law to which the Companies or Fabri-Kal Subsidiary is a party or to which the Companies or Fabri-Kal Subsidiary is subject or (ii) compromise any legal privilege; provided, that if Buyer requests access to information that is subject to such restrictions, Seller shall cause the applicable Company or Fabri-Kal Subsidiary to use its commercially reasonable efforts to (x) disclose such information to the extent permissible by the applicable restriction, and
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of the Closing Date and the termination of the Agreement in accordance with Article 9, the Sellers shall give Buyer and its authorized Representatives reasonable access during normal business hours to (x) all books, records, offices and other facilities and properties of each Business Company and each Business JV (in the case of the Business JVs, solely to the extent the Sellers have, or have the right to, such books, records, offices and other facilities and properties) and (y) personnel and employment records of Continuing Employees, in each case, as Buyer and its authorized Representatives may from time to time reasonably request; provided, however, that any such access shall be conducted in a manner not to interfere with the Business or operations of the Business Companies or the Business JVs and none of Buyer nor any of its Affiliates shall, directly or indirectly, conduct or cause any subsurface or invasive sampling or testing of the Environment at the Real Property. Notwithstanding anything to the contrary in this Agreement, none of the Sellers, the Business Companies or the Business JVs shall be required to disclose any information to Buyer, or its authorized Representatives, if doing so would (i) in the Sellers’ reasonable judgment, violate any Law to which any Seller, Business Company or Business JV is a party or to which any Seller, Business Company or Business JV is subject or (ii) result in the waiver of any legal privilege or work product protection of the Business Companies, the Business JVs or the Sellers; provided, however, that if any such access is not provided in reliance on this sentence, the Sellers shall provide Buyer with notice thereof and shall use commercially reasonable efforts to provide such disclosure in a manner which would not violate any such Law or result in the waiver of any such privilege or protection.
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of (i) the Closing Date and (ii) the termination of the Agreement in accordance with ARTICLE 10, the Company, upon reasonable notice, shall give the Buyer and its authorized representatives reasonable access during normal business hours to all books, records, offices and other facilities and properties of the Companies as the Buyer, or its authorized representatives, may from time to time reasonably request; provided, however, that any such access shall be conducted in a manner not to materially interfere with the businesses or operations of the Companies. Notwithstanding the foregoing, neither the Buyer, nor any of its Representatives, may contact any customer or supplier of the Companies without the prior consent of the Sellers, such consent not to be unreasonably withheld, and the Sellers shall have a right to participate in any conversations with any such customer or supplier.
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of Closing Date and the termination of the Agreement in accordance with ARTICLE 11, the Company shall give the Buyer and its counsel, accountants, consultants, financial advisors, agents and other representatives (including its financing sources and their counsel, accountants and other representatives) (including the Buyer, collectively, the “Buyer Representatives”), in each case that have agreed to be bound by the Confidentiality Agreement, reasonable access during normal business hours to all books, records, offices, premises other assets, facilities and properties of the Company and the Company’s Subsidiaries as the Buyer, or its authorized representatives may from time to time reasonably request; provided, however, that any such access shall be conducted in a manner not to interfere in any material respect with the businesses or operations of the Company or its Subsidiaries and the Buyer shall not conduct any invasive environmental sampling or testing with respect to the Real Property. Notwithstanding anything to the contrary in this Agreement, the Company and its Subsidiaries shall not be required to disclose any information to the Buyer, or the Buyer Representatives, if doing so could (i) violate any agreement or federal, state, provincial, municipal, local or foreign law, rule or regulation to which the Company or any of the Company’s Subsidiaries is a party or to which the Company or any of the Company’s Subsidiaries are subject or (ii) result in a waiver of any attorney-client, work-product or other legal privilege with respect to such information.
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of the Closing Date and the termination of the Agreement in accordance with Article 10, the Company shall give the Buyer and its authorized representatives reasonable access during normal business hours to all books, records, offices and other facilities and properties of the Company and each Company Subsidiary as the Buyer, or its authorized representatives may from time to time reasonably request; provided, however, that any such access shall be conducted in a manner not to interfere with the business or operations of the Company and the Company Subsidiaries and the Buyer shall not conduct any invasive sampling or testing with respect to the Leased Real Property. Notwithstanding anything to the contrary in this Agreement, neither the Company nor any Company Subsidiary shall be required to disclose any information to the Buyer, or its authorized representatives, if doing so could violate any Law to which the Company or any Company Subsidiary is a party or to which the Company or any Company Subsidiary are subject. The Seller shall provide to the Buyer, as soon as reasonably practicable after such information becomes available, any monthly financial reports prepared by the Company and/or the Company Subsidiaries.
Access to Information; Confidentiality; Public Announcements. (a) Subject to Section 7.7(f) with respect to Tax records, each Buyer acknowledges and agrees that it shall, from and after the Closing, preserve and keep, or cause to be preserved and kept, all books and records in respect of the Sellers and the Company Subsidiaries in the possession of such Buyer or its Affiliates for the longer of (i) any applicable statute of limitations and (ii) a period of five (5) years from the Closing Date. Subject to Section 7.7(f) with respect to Tax records and matters, as long as any claims for indemnification may be brought or are pending pursuant to Article 8, each Buyer shall, upon reasonable notice, only to the extent reasonably necessary in connection with audit, accounting or Tax matters and subject to any applicable privilege (including the attorney-client privilege), give the Seller Parties and their authorized Representatives reasonable access during normal business hours to examine, inspect and copy such books and records; provided, that any such access shall be conducted in a manner so as to not unreasonably interfere with the businesses or operations of the Sellers and the Company Subsidiaries.
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of (i) the Closing Date and (ii) the termination of the Agreement in accordance with ARTICLE X, the Company shall give the Buyer and its authorized representatives reasonable access during normal business hours to all books, records, offices and other facilities and properties of the Company and the Company Subsidiaries as the Buyer, or its authorized representatives, may from time to time reasonably request from either the Chief Executive Officer or Chief Financial Officer of the Company; provided, however, that any such access shall be conducted in a manner not to materially interfere with the businesses or operations of the Company and the Company Subsidiaries and the Buyer shall not conduct any invasive sampling or testing with respect to the Real Property.
Access to Information; Confidentiality; Public Announcements. (a) During the period from the date of this Agreement to the earlier of the Closing Date and the termination of this Agreement in accordance with Article XII, each Party hereto shall, the ACDL Sellers shall use commercially reasonable efforts to cause ACDL to, each of Harbinger Master and Harbinger Special Situations shall cause Harbinger ACDL Blocker to, Blue Line shall cause Blue Line ACDL Blocker to, and Harbinger Master and Harbinger Special Situations shall use commercially reasonable efforts to cause Ferrous to, give the other parties and their Representatives reasonable access during normal business hours to all books, records, offices and other facilities and properties of such Person as the requesting party, or its Representatives may from time to time reasonably request; provided, however, that any such access shall be conducted in a manner not to interfere with the businesses or operations of the Person providing such information or access and no Party or its Representatives shall conduct any environmental sampling or testing. Notwithstanding anything to the contrary in this Agreement, no Person shall be required to disclose any information hereunder (but shall be required to disclose that such condition exists), (i) if doing so could violate any Law or Contract to which such Person is a party or to which such Person is subject, (ii) if doing so could result in the waiver of any legal privilege or work product protection of the disclosing Person or its Affiliates, (iii) if, in the case of Sellers and their Affiliates, the disclosure of such information to competitors of Sellers and their Affiliates might be detrimental to Sellers or their Affiliates, (iv) with respect to information covered by U.S. export control Laws, to any Person who is not a citizen of the United States unless such Person has obtained all licenses required under such Laws or (v) with respect to the process relating to the marketing and sale of the Subject Shares, including the process leading up to the negotiation, execution and delivery of this Agreement, including valuations and materials related to the negotiation of this Agreement.
