Access to Information; Continuing Disclosure Clause Samples

Access to Information; Continuing Disclosure. Upon reasonable notice and subject to compliance with all applicable NRC rules and regulations, and other applicable Laws or regulatory requirements, Seller and Buyer shall cooperate in developing a mutually acceptable transition plan, which shall include, during the period before the Closing, (i) reasonable access, at reasonable times and upon reasonable notice during normal business hours, to the Facility, Properties, books and records of the Company and, subject to the Parties’ Reasonable Efforts, STPNOC (but not for the conduct of any sampling, testing or other invasive or non-invasive analysis of soil, water, air, building materials, structures, equipment, materials or wastes), provided, however, that Seller shall have the right to (A) have a Seller representative(s) present with such Buyer representative(s) at all times that such Buyer representative(s) is on any of the Company’s or its Affiliates’ properties, and (B) impose reasonable restrictions and requirements on such access as necessary for safety and security purposes; and (ii) the furnishing of financial and operating data and other information reasonably requested by B▇▇▇▇ regarding the Company, and subject to the Parties’ Reasonable Efforts, STPNOC and the Facility. Buyer shall indemnify Seller and its Affiliates for any Adverse Consequences incurred by Seller and caused by such Buyer representative(s) during such access, including for any property damage or personal injury. Seller shall not be required to take any action that would constitute a waiver of the attorney-client privilege. Seller and the Company shall not be required to provide to Buyer any information that Seller or the Company is prohibited from providing under Law or any confidentiality obligation in existence as of the date of this Agreement. In addition, if the Company determines, in good faith, that such access or furnishing of information would (X) result in disclosures of trade secrets of third parties, (Y) cause competitive harm to the Company or with respect the Facility or (Z) expose the Company to risk of liability under data protection Laws for disclosure of personal information, then to such extent, after discussing alternative arrangements with Buyer in good faith, the Company shall not be required to afford such access or furnish such information. Subject to Section ‎13.7, all information furnished by or on behalf of Seller or the Company hereunder shall be subject to the terms of the Confidentiality Agreement d...

Access to Information; Continuing Disclosure. Subject to any Legal Requirement, for a period of six (6) years from and after the Closing, Buyer shall upon reasonable prior written notice (a) furnish to the Parent material financial and accounting data and other similar information relating to any period prior to the Closing reasonably requested by the Parent and (b) cause the Acquired Companies to provide the Parent with, reasonable access, at reasonable times and upon reasonable notice during normal business hours, to the employees of the Acquired Companies to answer reasonable inquiries of the Seller Parties that relate to the information provided pursuant to clause (a) above. None of the Acquired Companies shall be required to take any action that would constitute a waiver of the attorney-client privilege or a violation of Legal Requirement. All information furnished pursuant to this Section 5.20 shall be subject to the terms of the Restrictive Covenants Agreement of even date herewith between the Parent and the Buyers.

Access to Information; Continuing Disclosure. From the Effective Date until the Closing and subject to applicable Law, including under Antitrust Laws, Seller shall, and shall cause its Affiliates to: (a) afford Buyer and its representatives access, at reasonable times and upon reasonable prior notice (but in no event less than two (2) Business Days’ prior written notice), during normal business hours, to the properties of the Sale Entities, the books and records of the Sale Entities, the officers of the Sale Entities and to the other officers and employees of Seller and its Affiliates who have significant responsibility for any of the Sale Entities, but only to the extent that such access does not unreasonably interfere with the business of Seller or any of its Affiliates, for any reasonable purpose, including the development of a mutually acceptable transition plan, provided, however, that Seller shall have the right to (i) have a Seller representative(s) present with Buyer and its representatives at all times that Buyer and its representatives are on any such properties, and (ii) impose reasonable restrictions and requirements on such access as necessary for safety and security purposes; and (b) furnish financial and

Access to Information; Continuing Disclosure. The Company agrees that from the date hereof until the Closing Date, and subject to the terms of the Confidentiality Agreement and for purposes of transition, (i) upon reasonable notice from Buyer, the Company shall provide to Buyer reasonable access, at reasonable times during normal business hours, to the employees, properties, books and records of the Company and each Subsidiary thereof and shall promptly furnish to Buyer information as Buyer may reasonably request; provided, that such access shall be afforded to Buyer after no less than two Business Days' prior notice, and only in such manner so as not to unreasonably disturb or interfere with the normal operations of the Company or such Subsidiary; and provided further, that the Company shall not be required to take any action that would constitute a waiver of the attorney-client privilege and the Company need not supply to Buyer any information that the Company is under a legal obligation not to supply, and (ii) at regular intervals prior to the Closing Date, or at such other times as Buyer or its representatives shall reasonably request, the Company shall consult with Buyer regarding the conduct of the business of the Company and its Subsidiaries. All information furnished by or on behalf of the Company hereunder shall be subject to the terms of the Confidentiality Agreement dated as of November 11, 1999 between the Company and Buyer (the "Confidentiality Agreement").

Access to Information; Continuing Disclosure. Subject to legal or regulatory requirements, including under the HSR Act, Seller and Buyer shall cooperate in developing a mutually acceptable transition plan, which shall include (a) reasonable access, at reasonable times and upon reasonable notice during normal business hours, to the employees, properties, books and records of the Companies, (b) the furnishing of financial and operating data and other information reasonably requested by Buyer, and (c) commercially reasonable efforts to facilitate the transition of data and information technology as contemplated by this Agreement at or as soon as reasonably possible after the Closing. Seller and the Companies shall not be required to take any action that would constitute a waiver of the attorney-client privilege. Seller and the Companies need not supply to Buyer any information that Seller or the Companies are prohibited under applicable Law from supplying. All information furnished by or on behalf of Seller or the Companies hereunder shall be subject to the terms of the Confidentiality Agreement dated as of November 7, 2005 between Seller and Buyer (the “Confidentiality Agreement”).

Access to Information; Continuing Disclosure. Subject to legal or regulatory requirements, including under the HSR Act, Sellers and Buyer shall cooperate in developing a mutually acceptable transition plan, which shall include (a) reasonable access, at reasonable times and upon reasonable notice during normal business hours, to the employees, properties, books and records of the Companies, and with respect to the Midstream Assets, to Buyer, (b) the furnishing of financial and operating data and other information reasonably requested by Buyer or Sellers, and (c) Reasonable Efforts to facilitate the transition of data and information technology as contemplated by this Agreement or the Midstream Exchange Agreement at or as soon as reasonably possible after the Closing. Buyer, Sellers and the Companies shall not be required to take any action that would constitute a waiver of the attorney-client privilege. Buyer, Sellers and the Companies need not supply any information that such party is prohibited under applicable Law from supplying nor any competitively sensitive information of such party or its Affiliates. All requests for information made pursuant to this Section 5.1 shall be directed to the Treasurer of Parent or such other person as may be designated in writing by Parent, or to the Chief Operating Officer of Buyer or such other person as may be designated in writing by Buyer. All information furnished by or on behalf of Buyer, Sellers or the Companies hereunder shall be subject to the terms of the Confidentiality Agreement, dated as of September 12, 2011, as amended and restated August 31, 2012, between Parent and SteelRiver Operations LP (the “Confidentiality Agreement”).

Access to Information; Continuing Disclosure