Agreement for Exchange of Information. From time to time as reasonably requested by either Party following the Distribution, the Party receiving the request will deliver to the requesting Party, at the expense of the requesting Party: (a) any corporate books and records of any member of the requesting Party’s Group in the possession of the Party receiving the request or any member of its Group and (b) originals or copies of any corporate books and records of the Group of the Party receiving the request that primarily relate to the requesting Party’s Business, its Assets or its Liabilities. From and after the Distribution, all such books, records and copies (where copies are delivered in lieu of originals), whether or not delivered, will be the property of the members of the requesting Party’s Group; provided, however, that all such Information contained in such books, records or copies relating to the other Party’s Group will be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law. Each Party may retain copies of any original books and records delivered to the other Party pursuant to this Section 7.1; provided, however, that all such Information contained in such books, records or copies (whether or not delivered to the requesting Party) relating to the requesting Party’s Group will be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law.
Appears in 5 contracts
Samples: Separation and Distribution Agreement (Trimas Corp), Separation and Distribution Agreement (Horizon Global Corp), Separation and Distribution Agreement (Horizon Global Corp)
Agreement for Exchange of Information. From Prior to or as promptly as practicable after the Distribution and from time to time as reasonably requested by either Party following the Distributionparty, the Party party receiving the request will shall deliver to the requesting Party, at the expense of the requesting Partyparty: (a) any corporate books and records of any member of the requesting Partyparty’s Group in the possession of the Party party receiving the request or any member of its Group and (b) originals or copies of any corporate books and records of the Group of the Party party receiving the request that primarily relate to the requesting Partyparty’s Businessbusiness, its former businesses, its Assets or its Liabilities. From and after the Distribution, all such books, records and copies (where copies are delivered in lieu of originals), whether or not delivered, will shall be the property of the members of the requesting Partyparty’s Group; provided, however, that all such Information contained in such books, records or copies relating to the other Partyparty’s Group will shall be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law. Each Party may party will retain copies of any original books and records delivered to the other Party party pursuant to this Section 7.16.1; provided, however, that all such Information contained in such books, records or copies (whether or not delivered to the requesting Partyparty) relating to the requesting Partyparty’s Group will shall be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law.
Appears in 4 contracts
Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (Kraft Foods Group, Inc.), Separation and Distribution Agreement (Mondelez International, Inc.)
Agreement for Exchange of Information. From Prior to or as promptly as practicable after the Distribution and from time to time as reasonably requested by either Party following the Distributionparty, the Party party receiving the request will shall deliver to the requesting Party, at the expense of the requesting Partyparty: (a) any corporate books and records of any member of the requesting Partyparty’s Group in the possession of the Party party receiving the request or any member of its Group and (b) originals or copies of any corporate books and records of the Group of the Party party receiving the request that primarily relate to the requesting Partyparty’s Businessbusiness, its former businesses, its Assets or its Liabilities. From and after the Distribution, all such books, records and copies (where copies are delivered in lieu of originals), whether or not delivered, will shall be the property of the members of the requesting Partyparty’s Group; provided, however, that all such Information contained in such books, records or copies relating to the other Partyparty’s Group will constituting Confidential Information shall be subject to the applicable confidentiality provisions and restricted use provisions, if any, provisions contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law. Each Party party may retain copies of any original books and records delivered to the other Party party pursuant to this Section 7.16.1; provided, however, that all such Information contained in such books, records or copies (whether or not delivered to the requesting Partyparty) relating to the requesting Partyparty’s Group will constituting Confidential Information shall be subject to the applicable confidentiality provisions and restricted use provisions, if any, provisions contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Herc Holdings Inc), Separation and Distribution Agreement (Hertz Rental Car Holding Company, Inc.)
Agreement for Exchange of Information. From Prior to or as promptly as practicable after the Distribution and from time to time as reasonably requested by either Party following the DistributionParty, the Party receiving the request will deliver to the requesting Party, at the expense of the requesting Party: (a) any corporate books and records of any member of the requesting Party’s Group in the possession of the Party receiving the request or any member of its Group and (b) originals or copies of any corporate books and records of the Group of the Party receiving the request that primarily relate to the requesting Party’s Business, its Assets or its Liabilities. From and after the Distribution, all such books, records and copies (where copies are delivered in lieu of originals), whether or not delivered, will be the property of the members of the requesting Party’s Group; provided, however, that all such Information contained in such books, records or copies relating to the other Party’s Group will be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law. Each Party may retain copies of any original books and records delivered to the other Party pursuant to this Section 7.16.1; provided, however, that all such Information contained in such books, records or copies (whether or not delivered to the requesting Party) relating to the requesting Party’s Group will be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (TimkenSteel Corp), Separation and Distribution Agreement (TimkenSteel Corp)
Agreement for Exchange of Information. From Prior to or as promptly as practicable after the Distribution and from time to time as reasonably requested by either Party following the DistributionParty, the Party receiving the request will deliver to the requesting Party, at the expense of the requesting Party: (a) any corporate books and records of any member of the requesting Party’s Group in the possession of the Party receiving the request or any member of its Group and (b) originals or copies of any corporate books and records of the Group of the Party receiving the request that primarily relate to the requesting Party’s Business, its Assets or its Liabilities. From and after the Distribution, all such books, records and copies (where copies are delivered in lieu of originals), whether or not delivered, will be the property of the members of the requesting Party’s Group; provided, however, that all such Information contained in such books, records or copies Exhibit 2.1 relating to the other Party’s Group will be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law. Each Party may retain copies of any original books and records delivered to the other Party pursuant to this Section 7.16.1; provided, however, that all such Information contained in such books, records or copies (whether or not delivered to the requesting Party) relating to the requesting Party’s Group will be subject to the applicable confidentiality provisions and restricted use provisions, if any, contained in this Agreement or the Ancillary Agreements and any confidentiality restrictions imposed by applicable Law.
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