Covenants of the Companies and Sellers. 5.1 Access to the Companies' Premises, Etc. Between the date hereof and the Closing Date, upon no less than two business days notice, each Company shall give Parent and Buyer and their authorized representatives such access as they shall reasonably request, during regular business hours, to any and all of the Companies' properties, contracts, books and records, and shall cause each Company's officers and employees to furnish or make available to Parent, Buyer and such representatives any and all information pertaining to its business that Parent, Buyer or such representatives shall reasonably request; provided, however, that information that the Companies determine, in their reasonable business judgment, to be sensitive, such as current pricing, future pricing, and plans and customer specific negotiations need not be provided or furnished to Parent or Buyer unless such sensitive information is material to, and required by, Parent or Buyer in connection with their analysis of the Companies and the transactions contemplated hereby. Notwithstanding such materiality and such requirement, to the extent that Precision Strip reasonably believes that a specific contract or customer negotiation is competitive with Parent or Buyer, Precision Strip is not required to furnish any information to Parent or Buyer regarding such contract or negotiation. Parent and Buyer shall coordinate all inspection and due diligence activities contemplated by this Section 5.1 through Xxxxxx X. Xxxxxxxx of Xxxxxxx Xxxxx & Company, L.L.C. or his designee. Unless and until the transactions contemplated herein have been consummated, but in any event for no more than five years, (i) Parent and Buyer shall hold in confidence and shall cause all of their attorneys, accountants, agents, advisors and representatives involved in this transaction (the "Parent and Buyer Representatives") to hold in confidence all information regarding the Companies furnished or made available by any Company or any Seller ("Confidential Company Information"), and (ii) in all events at all times before and after the Closing, but in any event for no more than five years, Parent, Buyer and the Parent and Buyer Representatives shall hold in confidence all information regarding any Seller furnished or made available by any Company or any Seller, and (iii) in all events each Company and each Seller shall hold in confidence and shall cause all of their attorneys, accountants, agents, advisors and representatives involved ...
Covenants of the Companies and Sellers
