Common use of Access to Information; Current Information; Attendance at Meetings Clause in Contracts

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home and Banner shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other party, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party shall, and shall cause its Subsidiaries to, make available to the other party all other information concerning its business, properties and personnel as the other party may reasonably request. Home shall also provide the officers of Banner and/or Banner Bank with access to the personnel of Home Federal Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on or after the Effective Time. Neither Home nor Banner, nor any of their Subsidiaries, shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or (ii) relating to its board’s, officers, employees, agents, investment bankers, or financial advisers consideration or deliberation of the transactions contemplated hereby or, in the case of Home, except as expressly required herein, an Acquisition Proposal. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part (i) of the preceding sentence apply.

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home and Banner Party shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other partyParty, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party each Party shall, and TABLE OF CONTENTS​ shall cause its Subsidiaries to, make available to the other party Party all other information concerning its business, properties and personnel as the other party Party may reasonably request. Home shall also provide the officers of Banner and/or Banner Bank with access to the personnel of Home Federal Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on Neither MBI nor PHC or after the Effective Time. Neither Home nor Banner, nor any of their Subsidiaries, respective Subsidiaries shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party Party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or any law, rule, regulation, order, judgment, decree or fiduciary duty or (ii) relating to such Party’s or its boarddirectors’, officers’, employees’, accountants’, counsel’s, officers, employeesadvisors’ (including investment bankers), agents, investment bankers’ or other representatives’ consideration of, or financial advisers consideration or deliberation of deliberations regarding, the transactions contemplated hereby or, in the case of Home, except as expressly required herein, an Acquisition Proposalby this Agreement. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part clause (i) of the immediately preceding sentence apply.

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home and Banner Party shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other partyParty, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party each Party shall, and shall cause its Subsidiaries to, make available to the other party Party all other information concerning its business, properties and personnel as the other party Party may reasonably request. Home shall also provide the officers of Banner and/or Banner Bank with access to the personnel of Home Federal Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on Neither First Southern nor CenterState or after the Effective Time. Neither Home nor Banner, nor any of their Subsidiaries, respective Subsidiaries shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party Party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or any law, rule, regulation, order, judgment, decree or fiduciary duty or (ii) relating to such Party’s or its boarddirectors’, officers’, employees’, accountants’, counsel’s, officers, employeesadvisors’ (including investment bankers), agents, investment bankers’ or other representatives’ consideration of, or financial advisers consideration or deliberation of deliberations regarding, the transactions contemplated hereby or, in the case of Home, except as expressly required herein, an Acquisition Proposalby this Agreement. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part clause (i) of the immediately preceding sentence apply.

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home and Banner Party shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other partyParty, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party each Party shall, and shall cause its Subsidiaries to, make available to the other party Party all other information concerning its business, properties and personnel as the other party Party may reasonably request. Home shall also provide the officers of Banner and/or Banner Bank with access to the personnel of Home Federal Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on Neither Prosperity nor Ameris or after the Effective Time. Neither Home nor Banner, nor any of their Subsidiaries, respective Subsidiaries shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party Party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or any law, rule, regulation, order, judgment, decree or fiduciary duty or (ii) relating to such Party’s or its boarddirectors’, officers’, employees’, accountants’, counsel’s, officers, employeesadvisors’ (including investment bankers), agents, investment bankers’ or other representatives’ consideration of, or financial advisers consideration or deliberation of deliberations regarding, the transactions contemplated hereby or, in the case of Home, except as expressly required herein, an Acquisition Proposalby this Agreement. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part clause (i) of the immediately preceding sentence apply.

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home Highlands and Banner ViewPoint shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other party, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party shall, and shall cause its Subsidiaries to, make available to the other party all other information concerning its business, properties and personnel as the other party may reasonably request. Home shall also provide the officers of Banner and/or Banner Bank with access to the personnel of Home Federal Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on or after the Effective Time. Neither Home Highlands nor BannerViewPoint, nor any of their Subsidiaries, shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or (ii) relating to Highlands or its board’s, officers’, employees, agents, agents investment bankers, or financial advisers consideration or deliberation of the transactions contemplated hereby or, in the case of Home, except as expressly required herein, an Acquisition Proposal. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part (i) of the preceding sentence apply.

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home and Banner Party shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other partyParty, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party each Party shall, and shall cause its Subsidiaries to, make available to the other party Party all other information concerning its business, properties and personnel as the other party Party may reasonably request. Home shall also provide the officers of Banner and/or Banner Bank with access to the personnel of Home Federal Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on Neither Gulfstream nor CenterState or after the Effective Time. Neither Home nor Banner, nor any of their Subsidiaries, respective Subsidiaries shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party Party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or any law, rule, regulation, order, judgment, decree or fiduciary duty or (ii) relating to such Party’s or its boarddirectors’, officers’, employees’, accountants’, counsel’s, officers, employeesadvisors’ (including investment bankers), agents, investment bankers’ or other representatives’ consideration of, or financial advisers consideration or deliberation of deliberations regarding, the transactions contemplated hereby or, in the case of Home, except as expressly required herein, an Acquisition Proposalby this Agreement. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part clause (i) of the immediately preceding sentence apply.

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home Valley and Banner Heritage shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other party, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party shall, and shall cause its Subsidiaries to, make available to the other party all other information concerning its business, properties and personnel as the other party may reasonably request. Home Valley shall also provide the officers of Banner Heritage and/or Banner Heritage Bank with access to the lending personnel of Home Federal Valley Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on or after the Effective Time. Neither Home Valley nor BannerHeritage, nor any of their Subsidiaries, shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or (ii) relating to its board’s, officers’, employees, agents, investment bankers, or financial advisers consideration or deliberation of the transactions contemplated hereby or, in the case of HomeValley, except as expressly required herein, an Acquisition Proposal. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part (i) of the preceding sentence apply.

Access to Information; Current Information; Attendance at Meetings. (a) Upon reasonable notice and subject to applicable laws relating to the confidentiality of information, each of Home and Banner Party shall, and shall cause each of its Subsidiaries to, afford to the officers, employees, accountants, counsel, advisors, agents and other representatives of the other partyParty, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, such party each Party shall, and shall cause its Subsidiaries to, make available to the other party Party all other information concerning its business, properties and personnel as the other party Party may reasonably request. Home shall also provide the officers of Banner and/or Banner Bank with access to the personnel of Home Federal Bank relating to post-Merger duties, responsibilities and potential contractual arrangements to be effective on Neither MBI nor PHC or after the Effective Time. Neither Home nor Banner, nor any of their Subsidiaries, respective Subsidiaries shall be required to provide access to or to disclose information (i) where such access or disclosure would jeopardize the attorney-client privilege of such party Party or its Subsidiaries or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement or any law, rule, regulation, order, judgment, decree or fiduciary duty or (ii) relating to such Party’s or its boarddirectors’, officers’, employees’, accountants’, counsel’s, officers, employeesadvisors’ (including investment bankers), agents, investment bankers’ or other representatives’ consideration of, or financial advisers consideration or deliberation of deliberations regarding, the transactions contemplated hereby or, in the case of Home, except as expressly required herein, an Acquisition Proposalby this Agreement. The Parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of part clause (i) of the immediately preceding sentence apply.. 50