Common use of Access to Properties and Records; Confidentiality Clause in Contracts

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank shall permit United and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan and its Representatives, reasonable access to their respective properties, and shall disclose and make available to United and its Representatives or Raritan and its Representatives as the case may be, all books, papers and records relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United and its Representatives or Raritan and its Representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by United.

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank Base Ten shall permit United the Company and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants auditors, accountants, and financial advisors (collectively, "Company Representatives"), and United and UNB the Company shall permit Raritan Base Ten and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, auditors, accountants, and financial advisors (collectively, the "Base Ten Representatives"), reasonable access to their respective properties, and shall disclose and make available to United the Company and its the Company Representatives or Raritan Base Ten and its Representatives the Base Ten Representatives, as the case may be, all Books and Records thereof, including all books, papers and records records, electronic or otherwise, relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledgerledger and books of original entry), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United the Company and its the Company Representatives or Raritan Base Ten and its the Base Ten Representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney attorney-client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by United.

Access to Properties and Records; Confidentiality. (a) Raritan and During the Bank period from the date of the Original Asset Purchase Agreement to the Second Closing Date, the Sellers shall permit United Purchaser and its agents Affiliates and representativestheir attorneys, includingaccountants, without limitationemployees, officers, directors, employees, attorneys, accountants agents and financial advisors other authorized representatives (collectively, "“Representatives"), and United and UNB shall permit Raritan and its Representatives, ”) reasonable access upon reasonable notice to their respective propertiesthe Owned Real Property and the Leased Real Property in each case subject to the provisions of the Real Property Leases, and shall disclose and make available to United Purchaser and its Representatives or Raritan and during normal business hours all of its Representatives as the case may be, all books, papers and records relating records, in each case to their respective assetsthe extent they relate to the Business, stock ownership, properties, operations, obligations and liabilitiesthe Purchased Assets or the Assumed Liabilities, including, but not limited to, all books of account (including the general ledger), tax Tax records, minute books of directors' ’ (other than minutes that discuss any of the Transactions or any other subject matter the Sellers reasonably determine should be treated as confidential) and stockholders' ’ meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United and its Representatives or Raritan and its Representatives Purchaser may have a reasonable interest. Neither party ; provided, however, that the Sellers shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in the Sellers’ reasonable judgment, would interfere with the normal conduct of the Sellers’ business or would violate or prejudice the rights or business interests or confidences of any customer or other person, or would contravene any law, rule, regulation, order or judgment or, result in the case of a document which is subject to an attorney client privilege, would compromise the right waiver by any Seller of the disclosing party privilege protecting communications between it and any of its counsel, or would be contrary to claim that privilegeany Law applicable to such Seller. The parties will Sellers shall provide Purchaser and its Representatives with such historical financial information regarding the Business as Purchaser may reasonably request. Purchaser and its Representatives shall use all commercially reasonable efforts to obtain waivers of minimize any interference with the Sellers’ regular business operations during any such restriction (other than access to the attorney client privilege) Sellers’ property, books and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by Unitedrecords.

Access to Properties and Records; Confidentiality. (a) Raritan Each of Company and the Bank Buyer shall permit United and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan and its Representatives, the other parties hereto reasonable access to their respective propertiesits properties and those of its subsidiaries during normal business hours and at other reasonable times, and each of Company and Buyer shall disclose and make available to United and its Representatives or Raritan and its Representatives as the case may beother parties all Records, including all books, papers and records relating to their respective its and its subsidiaries assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' directors and stockholders' stockholders meetings, organizational documents, bylawsby-laws, material contracts and agreements, filings with any regulatory authorityauthorities, independent auditorsaccountants' work papers (subject to the receipt by such auditors of a standard access representation letter)papers, litigation files, plans affecting employees, and any other business activities or prospects in which United the other parties may reasonably have an interest in light of the transactions contemplated hereby, and its Representatives each of Company and Buyer shall provide to the other party such financial and other information as the other party may reasonably request and in which such other party may reasonably have an interest in light of the transactions contemplated hereby and/or the relationships between the parties hereto. Company and Buyer shall, upon the request of the other parties, use reasonable efforts to make arrangements with each third party provider of services to Company or Raritan and its Representatives Buyer or their respective subsidiaries, as the case may have a be, to permit the other parties reasonable interestaccess to all Records held by each such third party. Neither party Buyer nor Company shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer customer, would jeopardize the attorney-client privilege of the institution in possession or control of such information, or would contravene any law, rule, regulation, order order, judgment, decree or judgment or, in the case of a document which is subject to an attorney client privilege, would compromise the right of the disclosing party to claim that privilegebinding agreement. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by United.

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank SBSO shall permit United and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan SBSO and its Representatives, reasonable access to their respective properties, and shall disclose and make available to United and its Representatives or Raritan SBSO and its Representatives Representatives, as the case may be, all books, papers and records relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United and its Representatives representatives or Raritan SBSO and its Representatives representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney attorney-client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan SBSO acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan SBSO except as such information is publicly disclosed by United.

Access to Properties and Records; Confidentiality. (a) Raritan Bancshares shall, and the shall cause Bank shall to, permit United Acquiror and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan and its Representativesat Acquiror's expense, reasonable access to their respective properties, properties and shall disclose and make available to United and its Representatives or Raritan and its Representatives as the case may be, Acquiror all books, papers and records relating to their respective the assets, stock ownership, properties, operations, obligations and liabilitiesliabilities of Bancshares and the Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditorsaccountants' work papers (subject to the receipt by such auditors of a standard access representation letter)papers, litigation files, plans affecting employees, and any other business activities or prospects in which United and its Representatives or Raritan and its Representatives Acquiror may have a reasonable interest. Neither party Bancshares and the Bank shall not be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment orjudgment. Bancshares will use, in and will cause the case of a document which is subject Bank to an attorney client privilegeuse, would compromise the right of the disclosing party to claim that privilege. The parties will use all their reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges Bancshares shall, and shall cause the Bank to, make its directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with Acquiror and its representatives, provided that United may such access shall be involved in discussions concerning other potential acquisitions reasonably related to the transactions contemplated hereby and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by Unitedunduly interfere with normal operations.

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank Eos shall permit United the Company and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants auditors, accountants, and financial advisors (collectively, "“Company Representatives"”), and United and UNB the Company shall permit Raritan Eos and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, auditors, accountants, and financial advisors (collectively, the “Eos Representatives”), reasonable access to their respective properties, and shall disclose and make available to United the Company and its the Company Representatives or Raritan Eos and its Representatives the Eos Representatives, as the case may be, all Books and Records thereof, including all books, papers and records records, electronic or otherwise, relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledgerledger and books of original entry), tax records, minute books of directors' ’ and stockholders' ’ meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' ’ work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United the Company and its the Company Representatives or Raritan Eos and its the Eos Representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney attorney-client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by United.

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank Faxxxxxxxx shall permit United and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan and Faxxxxxxxx xnd its Representatives, Representatives reasonable access to their respective properties, and shall disclose and make available to United and its Representatives or Raritan and Faxxxxxxxx xnd its Representatives Representatives, as the case may be, all books, papers and records relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United and its Representatives representatives or Raritan and Faxxxxxxxx xnd its Representatives representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney client privilege, would compromise the right of the disclosing party to claim that privilegejudgment. The parties will use all reasonable their best efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges Faxxxxxxxx xcknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan Faxxxxxxxx except as such information is publicly disclosed by United.

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank CSB shall permit United PGFC and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United PGFC and UNB PGB shall permit Raritan CSB and its Representatives, reasonable access to their respective properties, and shall disclose and make available to United PGFC and its Representatives or Raritan CSB and its Representatives Representatives, as the case may be, all books, papers and records relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United PGFC and its Representatives representatives or Raritan CSB and its Representatives representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney attorney-client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan CSB acknowledges that United PGFC may be involved in discussions concerning other potential acquisitions and United PGFC shall not be obligated to disclose such information to Raritan CSB except as such information is publicly disclosed by UnitedPGFC.

Access to Properties and Records; Confidentiality. (a) Raritan and During the Bank period from the date hereof to the Closing Date, the Sellers shall permit United Purchaser and its agents Affiliates and representativestheir attorneys, includingaccountants, without limitationemployees, officers, directors, employees, attorneys, accountants agents and financial advisors other authorized representatives (collectively, "“Representatives"), and United and UNB shall permit Raritan and its Representatives, ”) reasonable access upon reasonable notice to their respective propertiesthe Owned Real Property and the Leased Real Property in each case subject to the provisions of the Real Property Leases, and shall disclose and make available to United Purchaser and its Representatives or Raritan and during normal business hours all of its Representatives as the case may be, all books, papers and records relating records, in each case to their respective assetsthe extent they relate to the Business, stock ownership, properties, operations, obligations and liabilitiesthe Purchased Assets or the Assumed Liabilities, including, but not limited to, all books of account (including the general ledger), tax Tax records, minute books of directors' ’ (other than minutes that discuss any of the Transactions or any other subject matter the Sellers reasonably determine should be treated as confidential) and stockholders' ’ meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United and its Representatives or Raritan and its Representatives Purchaser may have a reasonable interest. Neither party ; provided, however, that the Sellers shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in the Sellers’ reasonable judgment, would interfere with the normal conduct of the Sellers’ business or would violate or prejudice the rights or business interests or confidences of any customer or other person, or would contravene any law, rule, regulation, order or judgment or, result in the case of a document which is subject to an attorney client privilege, would compromise the right waiver by any Seller of the disclosing party privilege protecting communications between it and any of its counsel, or would be contrary to claim that privilegeany Law applicable to such Seller. The parties will Sellers shall provide Purchaser and its Representatives with such historical financial information regarding the Business as Purchaser may reasonably request. Purchaser and its Representatives shall use all commercially reasonable efforts to obtain waivers of minimize any interference with the Sellers’ regular business operations during any such restriction (other than access to the attorney client privilege) Sellers’ property, books and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by Unitedrecords.

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank TechSys shall permit United the Company and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB the Company shall permit Raritan TechSys and its Representatives, reasonable access to their respective properties, and shall disclose and make available to United the Company and its Representatives or Raritan TechSys and its Representatives Representatives, as the case may be, all Books and Records thereof, including all books, papers and records records, electronic or otherwise, relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledgerledger and books of original entry), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United the Company and its Representatives representatives or Raritan TechSys and its Representatives representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney attorney-client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by United.

Access to Properties and Records; Confidentiality. (a) Raritan and the Bank Seller shall permit United Parent and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan and its Representatives, reasonable access to their its and its Subsidiaries' respective properties, and shall disclose and make available to United Parent and its Representatives or Raritan and its Representatives as the case may be, representatives all books, papers and records relating to it and its Subsidiaries, its and their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authorityGovernmental Authority, independent auditorsaccountants' work papers (subject to the receipt by such auditors of a standard access representation letter)papers, litigation files, plans affecting employees, and any other business activities or prospects in which United Parent and its Representatives or Raritan and its Representatives representatives may have a reasonable interest. Parent shall make available to Seller and Shareholders its executive officers for interviews at reasonable times and under reasonable circumstances. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or customer, would contravene any lawcontract or other binding obligation existing at the date of this Agreement or any Law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney client privilege, would compromise the right of the disclosing party to claim that waive any privilege. The parties will use all reasonable their best efforts to obtain waivers of any such restriction (other than waivers of the attorney attorney-client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United Notwithstanding the foregoing, Parent shall not be obligated required to disclose such to Seller material non-public information to Raritan except as such information is publicly disclosed by Unitedconcerning potential acquisitions.

Access to Properties and Records; Confidentiality. (a) Raritan Lafayette shall permit HUBCO and its representatives, and HUBCO and the Bank shall permit United Lafayette and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan and its Representatives, reasonable access to their respective properties, and shall disclose and make available to United HUBCO and its Representatives representatives, or Raritan Lafayette and its Representatives representatives, as the case may be, all books, papers and records relating to their respective its assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylawsby-laws, material contracts and agreements, filings with any regulatory authority, independent auditorsaccountants' work papers (subject to the receipt by such auditors of a standard access representation letter)papers, litigation files, plans affecting employees, and any other business activities or prospects in which United HUBCO and its Representatives representatives, or Raritan Lafayette and its Representatives representatives, may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or customer, would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney client privilege, or would compromise the right of the disclosing party to claim that waive any privilege. The parties will use all reasonable their best efforts to obtain waivers of any such restriction (other than waivers of the attorney attorney-client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan Notwithstanding the foregoing, Lafayette acknowledges that United HUBCO may be involved in discussions concerning other potential acquisitions and United HUBCO shall not be obligated to disclose such information to Raritan Lafayette except as such information is publicly disclosed by Unitedprovided in Section 5.8 hereof.

Access to Properties and Records; Confidentiality. (a) Raritan During the Contract Period, NorCrown and the Bank Trust shall permit United Valley and its agents Representatives and representatives, including, without limitation, officers, directors, employees, attorneys, accountants Valley and financial advisors (collectively, "Representatives"), and United and UNB VNB shall permit Raritan NorCrown and its RepresentativesRepresentatives (and for purposes of this Section 5.5 references to Representatives of NorCrown may include representatives of the Trust), reasonable access upon reasonable notice during regular business hours to their respective properties, and NorCrown and the Trust shall disclose and shall make available to United Valley and its Representatives or Raritan and Valley shall disclose and shall make available to NorCrown and its Representatives as the case may beRepresentatives, all books, papers and records relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders' ’ meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' ’ work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United Valley and its Representatives or Raritan NorCrown and its Representatives may have a reasonable interest. Neither No party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any lawlaw fiduciary duty, binding agreement, rule, regulation, regulatory policy, order or judgment or, in the case of a document which is subject to an attorney client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements arrangements, to the fullest extent practicable, under circumstances in which the restrictions of the preceding sentence apply. Raritan NorCrown acknowledges that United Valley may be involved in discussions concerning other potential acquisitions and United Valley shall not be obligated to disclose such information to Raritan NorCrown except as such information is publicly disclosed by United.Valley. 30