Access to Records; Confidentiality. A. The REINSURER, or its duly authorized representatives, shall have access at any reasonable time during regular business hours, to all records of the CEDING COMPANY, including the right to photocopy and retain copies of documents that reasonably pertain in any way to this Agreement. Books and records shall be maintained in accordance with prudent standards of insurance company record keeping and must be retained for a period of at least three (3) years after the final settlement date. Within one hundred and fifty (150) days following the end of each calendar year, the CEDING COMPANY and the REINSURER shall provide each other with copies of their respective audited financial statements.
Access to Records; Confidentiality. A. The REINSURER, or its duly authorized representatives, shall upon prior written notice have access at any reasonable time during regular business hours, to all records of the CEDING COMPANY, including the right to photocopy and retain copies of documents that reasonably pertain in any way to this Agreement. Books and records shall be maintained in accordance with prudent standards of insurance company record keeping and must be retained for a period of at least three (3) years after the final settlement date. Within one hundred and fifty (150) days following the end of each calendar year, the CEDING COMPANY and the REINSURER shall provide each other with copies of their respective audited financial statements.
Access to Records; Confidentiality. 5.4.1 During the period from the date of this Agreement to the Closing Date, Buyer and the Company shall each permit the other party and its respective representatives, agents and designees reasonable access to its properties and those of its subsidiaries, and shall disclose and make available to them all books, papers and records relating to the assets, stock, ownership, properties, operations, obligations and liabilities of it and its subsidiaries, including, but not limited to, all books of accounts (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, accountants' work papers, litigation files, plans affecting employees, and any other business activities or prospects in which Buyer or the Company, as the case may be, may have an interest. 5.4.2 All information furnished by Buyer to the Company and by the Company to Buyer pursuant hereto shall be treated as the sole property of the party furnishing the information and, if the Stock Exchange shall not occur, the party receiving the information shall return to the party furnishing the information, all documents (in whatever form, including electronic) or other materials containing, reflecting or referring to such information, shall use its best efforts to keep confidential all such information, and shall not directly or indirectly use such information for any competitive or other commercial purpose. The obligation to keep such information confidential shall not apply to (i) any information which: (w) the party receiving the information can establish was already in its possession prior to the disclosure thereof by the party furnishing the information; (x) was then generally known to the public; (y) became known to the public through no fault of the party receiving the information; or (z) was disclosed to the party receiving the information by a third party not bound by an obligation of confidentiality or (ii) disclosures in accordance with an order of a court of competent jurisdictions.
Access to Records; Confidentiality. (a) Between the date hereof and the Closing, the APL Parties shall, and shall cause their Affiliates to, give the WFSG Parties and their authorized representatives reasonable access, during regular business hours and upon reasonable advance notice, to the financial, title, tax, corporate and legal materials and operating data, records and information relating to the Subject Entities, the Appalachian Assets, the Appalachian Business and the businesses and operations of the APL Parties and their Affiliates related thereto, including the work papers used or created by the APL Parties or their representatives in connection with the preparation of the Audited Statement of Assets and Liabilities, and shall furnish to the WFSG Parties such other information as they may reasonably request; provided that, with respect to any such data, records and information that is in electronic form, the APL Parties shall use commercially reasonable efforts to make such data, records and information (including the Records) available to the WFSG Parties in formats that are acceptable to them; and, provided, further, that the WFSG Parties shall not contact clients, customers, suppliers or lenders of the APL Parties or their Affiliates without the prior consent of the APL Parties (which consent shall not be unreasonably withheld or delayed). The WFSG Parties shall, and shall cause their representatives to, comply fully with all rules, regulations, policies and instructions reasonably issued by the APL Parties or their Affiliates and provided to the WFSG Parties regarding such Person’s actions while upon, entering or leaving any property. The WFSG Parties shall not, and shall cause their representatives not to, unreasonably interfere with the day-to-day operations of the businesses of the APL Parties and their Affiliates in conducting any due diligence activities. The APL Parties shall have the right to have a representative present at all times of any inspections, interviews, and examinations conducted at or on the offices or other facilities or properties of the APL Parties or their Affiliates.
Access to Records; Confidentiality. A. The REINSURER, or its duly authorized representative, shall have free access at all reasonable times during and after the currency of this agreement, to books and records maintained by any of the division, department and branch offices of the CEDING COMPANY which are involved in the subject matter of this Agreement and which pertain to the reinsurance provided hereunder and all claims made in connection therewith. [redacted]
Access to Records; Confidentiality. (a) Between the Execution Date and the Closing, the Sellers shall give Buyer and its authorized representatives reasonable access, during regular business hours and upon reasonable advance notice, to the Water Assets, including the Water Records and any financial, title, tax, corporate and legal materials and operating data, records and information relating to the Water Business and such other information as it may reasonably request (including the performance of a Phase I Environmental Site Assessment in accordance with the American Society for Testing and Materials (A.S.T.M.) Standard Practice Environmental Site Assessments: Phase I Environmental Site Assessment Process (Publication Designation: E1527-13)); provided that Buyer shall not (i) contact clients, customers, suppliers or lenders of the Sellers with respect to the transactions contemplated hereby or (ii) except as set forth on Schedule 6.2(a), perform any sampling, boring, operation of equipment, or other invasive or subsurface activity with respect to the Water Assets, without the prior written consent of HFS, which consent can be withheld in HFS’s sole discretion. Sellers shall reasonably cooperate with Buyer and its representatives in performing any confirmatory due diligence with respect to the Water Business. Any such sampling shall be performed by a qualified technical consultant with commercially reasonable insurance coverage. In connection with the access described herein, Buyer shall, and shall cause its representatives to, (A) comply fully with all Laws, (B) comply fully with all rules, regulations, policies and instructions reasonably issued by any Seller and provided to Buyer regarding such Person’s actions while upon, entering or leaving any property and (C) and at Buyer’s sole cost, risk, and expense, restore the Water Assets to their condition prior to the commencement of such access. Buyer shall not, and shall cause its representatives not to, unreasonably interfere with the day-to-day operations of the businesses of the Sellers in conducting any due diligence activities. The Sellers shall have the right to have one or more representatives present at all times of any inspections, interviews, and examinations conducted at or on the offices or other facilities or properties of the Sellers.
Access to Records; Confidentiality. 5.4.1 During the period from the date of this Agreement to the Closing Date, Buyer and the Company shall each permit the other party and its respective representatives, agents and designees reasonable access to its properties and those of its subsidiaries, and shall disclose and make available to them all books, papers and records relating to the assets, stock, ownership, properties, operations, obligations and liabilities of it and its subsidiaries, including, but not limited to, all books of accounts (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, accountants' work papers, litigation files, plans affecting employees, and any other business activities or prospects in which Buyer or the Company, as the case may be, may have an interest.
Access to Records; Confidentiality. (a) Buyer shall preserve for a period of no less than seven (7) years after the Closing Date and make available (for review and copying) to Seller and its authorized representatives following the Closing upon reasonable notice during normal business hours the records transferred by Seller and, with respect to records that may be relevant to any actual Tax audits or proceedings, such additional period as is reasonably required by Seller; provided, however, that Buyer shall notify Seller prior to destroying any such record during such period and, provided, further, that Buyer shall maintain in the CHAMP system any records transferred by Seller as part of such system, and Buyer shall run reports with respect to such records upon Seller’s reasonable request, consistent with past practice. In the event that, during such seven (7) year period, Buyer intends to cease use of the CHAMP system for its own purposes or transfer the CHAMP system to a third party (other than in a sale of the Business in which the transferee assumes all obligations of Buyer relating to the CHAMP system and the applicable records), Buyer shall so notify Seller and, upon Seller’s request, shall (i) provide to Seller a copy of the then-current source code for the CHAMP software; and (ii) grant to Seller a perpetual, non-exclusive, royalty-free, fully-paid, irrevocable license to use and make derivative works of such software. Buyer shall permit, to the extent permitted by law, Seller, and any of its agents, representatives, advisors and consultants, to have reasonable access to the employees of the Business for information relating to periods up to and including the Closing which is reasonably requested by Seller, subject to the same types of conditions and limitations as set forth in Section 6.2(a).
Access to Records; Confidentiality. (a) Between the date hereof and the Closing, the Parent Parties shall give JVP and its authorized representatives reasonable access, during regular business hours and upon reasonable advance notice, to the financial, title, tax, corporate and legal materials and operating data, records and information relating to the Haynesville Business, including the work papers used or created by the Parent Parties or their representatives, and shall furnish to JVP such other information as it may reasonably request; provided that, with respect to any such data, records and information that is in electronic form, the Parent Parties shall use commercially reasonable efforts to make such data, records and information (including the Records) available to JVP in formats that are acceptable to them; and, provided, further, that JVP shall not (a) contact clients, customers, suppliers or lenders of the Parent Parties with respect to the transactions contemplated hereby or (b) perform invasive or subsurface investigations of the real property comprising the Haynesville Assets, without the prior written consent of the Parent Parties (which consent shall not be unreasonably withheld or delayed). JVP shall, and shall cause its representatives to, comply fully with all rules, regulations, policies and instructions reasonably issued by the Parent Parties and provided to JVP regarding such Person’s actions while upon, entering or leaving any property. JVP shall not, and shall cause its representatives not to, unreasonably interfere with the day-to-day operations of the businesses of the Parent Parties in conducting any due diligence activities. The Parent Parties shall have the right to have a representative present at all times of any inspections, interviews, and examinations conducted at or on the offices or other facilities or properties of the Parent Parties.
Access to Records; Confidentiality. 9.0.1. During the period from the date of this Agreement to the Closing Date, Purchaser and the Company shall permit the other party and its representatives, agents and designees reasonable access to its properties and those of its subsidiaries (if any), and shall disclose and make available to them all books, papers and records relating to the assets, stock, ownership, properties, operations, obligations and liabilities of it an its subsidiaries (if any), including, but not limited to, all books of accounts, tax records, minute books, organizational documents, bylaws, material contracts and agreements, regulatory filings, accountants records and work papers, litigation files, business plans, plans affecting employees, and any other business activities or prospects in with Purchaser or the Company, as applicable, may have an interest.
