Common use of Biannual Review Clause in Contracts

Biannual Review. The Company shall permit any duly authorized representatives designated in writing by any Stockholder, solely for the purposes of the evaluation of Unilever’s investment in the Company and/or the exercise by Unilever Directors of their fiduciary duties as Directors of the Company and not for any other purpose, including in connection with the operation of the Unilever Group’s business or any of their rights under any Transaction Document, upon reasonable notice and during normal business hours, but not more frequently than twice every Fiscal Year, to (a) perform a reasonable examination of the corporate, tax and financial records of the Company, and (b) have a reasonable opportunity to discuss the business, management, prospects, tax position, finances and accounts of the Company with the Directors, executive officers and independent auditors of the Company; provided, however, that the Unilever Stockholder and its representatives shall not have access, directly or indirectly, to records and information (x) to the extent that such records or information relate to any business of any Holdco Group Member, (y) to the extent that such records or information relate to any business which competes with any Unilever Group Member, or (z) other than those of the Company and its Subsidiaries, and all access by the Unilever Stockholder and its representatives pursuant to this Section 6.3 shall be effected only in accordance with reasonable restricted access or “Chinese Wall” policies and procedures of the Holdco Group designed to restrict such access to the information described in clauses (x), (y) and (z) and to persons who agree to abide by reasonable confidentiality and non-use restrictions in accordance with Section 6.4.