Common use of Agreement for Exchange of Information; Archives Clause in Contracts

Agreement for Exchange of Information; Archives. (a) Each of Allergan and AMO, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution Date, as soon as reasonably practicable after written request therefore, any Information in the possession or under the control of such respective Group which the requesting party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting party (including under applicable securities laws) by a Governmental Authority having jurisdiction over the requesting party, (ii) for use in any other judicial, regulatory, administrative or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation or other similar requirements, in each case other than claims or allegations that one party to this Agreement has against the other or (iii) subject to foregoing clause (ii) above, to comply with its obligations under this Agreement, or any Ancillary Agreement; provided, however, that in the event that any party determines that any such provision of Information could be commercially detrimental, violate any law or agreement, or waive any attorney-client privilege, the parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence. The parties agree that the provisions of the Tax Sharing Agreement shall govern with respect to the sharing of Tax Information and to the extent governed thereby, the provisions of this Article VII shall not apply.

Agreement for Exchange of Information; Archives. (a) Each of Allergan Parent and AMOTronox, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution Separation Date, as soon as reasonably practicable after written request thereforetherefor, any Information in the possession or under the control of such respective Group which the requesting party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting party (including under applicable securities or tax laws) by a Governmental Authority having jurisdiction over the requesting party, (ii) for use in any other judicial, regulatory, administrative administrative, tax or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation litigation, tax or other similar requirements, in each case other than claims or allegations that one party to this Agreement has against the other other, or (iii) subject to the foregoing clause (ii) above), to comply with its obligations under this Agreement, Agreement or any Ancillary Agreement; provided, however, that in the event that any party determines that any such provision of Information could be commercially detrimental, violate any law or agreement, or waive any attorney-client privilege, the parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence. The parties agree that . (b) After the provisions Closing Date, each of the Tax Sharing Agreement Parent Group on the one hand, and the Tronox Group on the other hand, shall govern with respect provide to such other Group reasonable access during regular business hours (as in effect from time to time) to Information that relates to the sharing business and operations of Tax such Group that are located in archives retained or maintained by such other Group. Each Group may, at their own expense, obtain copies of, and shall have reasonable access to, such Information and to the extent governed thereby, the provisions of this Article VII shall not applyfor bona fide business purposes.

Agreement for Exchange of Information; Archives. (a) Each Subject to Section 7.8 and any other applicable confidentiality obligations, each of Allergan HBIO and AMOHXXX, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution Separation Date, as soon as reasonably practicable after written request thereforetherefor, any Information in the possession or under the control of such respective Group which the requesting party Party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting party Party (including under applicable securities lawsor Tax Laws) by a Governmental Authority having jurisdiction over the requesting partyParty, (ii) for use in any other judicial, regulatory, administrative administrative, tax or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation litigation, tax or other similar requirements, in each case other than claims or allegations that one party Party to this Agreement has against the other other, or (iii) subject to the foregoing clause (ii) above), to comply with its obligations under this Agreement, Agreement or any other Ancillary Agreement; provided, however, that that, in the event that any party Party determines that any such provision of Information could be commercially detrimental, violate any law Law or agreement, or waive any attorney-client privilege, the parties Parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence. The parties agree that the provisions of the Tax Sharing Agreement shall govern with respect to the sharing of Tax Information and to the extent governed thereby, the provisions of this Article VII shall not apply.

Agreement for Exchange of Information; Archives. (a) Each of Allergan NorthStar Realty and AMONSAM, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution DateDate or until the fifth anniversary of the date of this Agreement, as soon as reasonably practicable after written request thereforetherefor, any Information in the possession or under the control of such respective Group which that the requesting party Party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting party Party or any member of its Group (including under applicable securities or tax laws) by a Governmental Authority having jurisdiction over the requesting partyParty or such member, (ii) for use in any other judicial, regulatory, administrative administrative, tax or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation litigation, tax or other similar requirements, in each case other than claims or allegations that one party Party to this Agreement has against the other other, or (iii) subject to foregoing clause (ii) above, to comply with its obligations under this Agreement, Agreement or any Ancillary Agreement; provided, however, that in the event that any party either Party determines that any such provision of Information could be commercially detrimental, violate any law Law or agreement, agreement or waive any attorney-client privilege, the parties Parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence. The parties agree that the provisions of the Tax Sharing Agreement shall govern with respect to the sharing of Tax Information and to the extent governed thereby, the provisions of this Article VII shall not apply.