Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.8, each of the Company and Parent shall (and shall cause its Subsidiaries to), upon reasonable advance written notice by the other Party, use reasonable best efforts to furnish the other Party with all information concerning itself, its Subsidiaries, directors, officers and stockholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions, and shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other Party, use reasonable best efforts to afford the other Party’s officers and other authorized Representatives reasonable access, during normal business hours, to its Service Providers, agents, Contracts, books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters), as well as properties, offices and other facilities, and each shall (and shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other all information concerning its business, properties and personnel as may reasonably be requested, including in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Nextier Oilfield Solutions Inc.), Agreement and Plan of Merger (Patterson Uti Energy Inc), Agreement and Plan of Merger (Patterson Uti Energy Inc)
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.86.7, each of the Company and Parent each shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all information concerning itself, its Subsidiaries, directors, officers and stockholders stockholders/shareholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy StatementProxy/Prospectus, the Securities Note, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or and/or any Governmental Entity in connection with the TransactionsMerger and the transactions contemplated by this Agreement, and shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other Party, use reasonable best efforts to afford the other Partyother’s officers and other authorized Representatives reasonable access, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providersofficers, employees, agents, Contractscontracts, books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access lettersaccountants), as well as properties, offices and other facilities, and and, during such period, each shall (and shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other all information concerning its business, properties and personnel as may reasonably be requested. In addition, including the Company will, and will cause its Subsidiaries to, furnish such information as Parent may reasonably request in connection with Parent’s discussion with its lenders in connection with the preparation of transactions contemplated by this Agreement. Notwithstanding the Proxy Statement/Prospectusforegoing, the Registration Statement nothing in this Section 6.7 shall require or any other statement, filing, notice or application made by or on behalf of Parent, be construed to require either the Company or Parent to allow the other Party or its representatives to perform any invasive on-site procedures (including any invasive on-site study) with respect to any real property of the Company or Parent (as applicable) or their respective Subsidiaries to any third party or any Governmental Entity in connection with the TransactionsSubsidiaries.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Destination Maternity Corp), Agreement and Plan of Merger
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.8, Crown and King each of the Company and Parent shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all information concerning itself, its Subsidiaries, directors, officers and stockholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy StatementProxy/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of ParentKing, the Company Crown or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions, and shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other Party, use reasonable best efforts to afford the other Party’s officers and other authorized Representatives reasonable access, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providers, agents, Contracts, books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters), as well as properties, offices and other facilities, and and, during such period, each shall (and shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other all information concerning its business, properties and personnel as may reasonably be requested, including in connection with the preparation of the Proxy StatementProxy/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of ParentKing, the Company Crown or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (C&J Energy Services, Inc.), Agreement and Plan of Merger (Keane Group, Inc.)
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.8, Versum and Entegris each of the Company and Parent shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all information concerning itself, its Subsidiaries, directors, officers and stockholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy StatementProxy/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of ParentEntegris, the Company Versum or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions, and shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other Party, use reasonable best efforts to afford the other Party’s officers and other authorized Representatives reasonable access, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providersofficers, Employees, agents, Contracts, books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters), as well as properties, offices and other facilities, and and, during such period, each shall (and shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other all information concerning its business, properties and personnel as may reasonably be requested, including in connection with the preparation of the Proxy StatementProxy/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of ParentEntegris, the Company Versum or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Entegris Inc), Agreement and Plan of Merger (Versum Materials, Inc.)
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.86.6 and solely for purposes of furthering the Merger and the other transactions contemplated hereby or integration planning relating thereto, each of (i) the Company and Parent each shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all reasonable information in its possession concerning itself, its Subsidiaries, directors, officers and stockholders shareholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or and/or any Governmental Entity Authority in connection with the TransactionsMerger and the transactions contemplated by this Agreement, and (ii) the Company shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other PartyParent, use reasonable best efforts to afford the other PartyParent’s officers and other authorized Representatives reasonable access, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providersofficers, employees, agents, Contractscontracts, books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters)records, as well as propertiesstores, offices offices, systems, distribution facilities and other facilities, and each and, during such period, the Company shall (and shall cause its Subsidiaries to) use furnish to Parent reasonable best efforts to furnish promptly to the other all information in its possession concerning its business, properties and personnel as may reasonably be requested, including in connection with requested by Parent and (iii) the preparation of Company shall continue to provide access to Parent and its Representatives to the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made electronic data room maintained by or on behalf of Parent, the Company or any to which Parent and its Representatives were provided access prior to the date of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactionsthis Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Amazon Com Inc)
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.86.6 and solely for purposes of furthering the Merger and the other transactions contemplated hereby or integration planning relating thereto, each of (i) the Company and Parent each shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all reasonable information in its possession concerning itself, its Subsidiaries, directors, officers and stockholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or and/or any Governmental Entity Authority in connection with the TransactionsMerger or the other transactions contemplated by this Agreement or the Voting Agreement, and (ii) the Company shall (and shall cause its Subsidiaries to), upon the giving by Parent of reasonable advance written notice by to the other PartyCompany at least 24 hours in advance, use reasonable best efforts to afford the other PartyParent’s officers and other authorized Representatives reasonable access, during normal business hourshours throughout the period prior to the Effective Time, to its Service Providersofficers, employees, agents, Contractscontracts, books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters)records, as well as propertiesstores, offices offices, distribution facilities and other facilities, provided that any such access shall be conducted under the supervision of personnel of the Company and each shall (and in a manner that does not unreasonably interfere with the normal operations of the Company, and, during such period, the Company shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other all Parent reasonable information in its possession concerning its business, properties and personnel as may reasonably be requested, including in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made requested by or on behalf of Parent, and (iii) the Company or any of their respective Subsidiaries shall continue to any third party or any Governmental Entity in connection with provide access to Parent and its Representatives to the TransactionsData Room.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pcm, Inc.), Agreement and Plan of Merger (Insight Enterprises Inc)
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.86.7, each of the Company and Parent each shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all information concerning itself, its Subsidiaries, directors, officers and stockholders shareholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions, and . The Company shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other PartyParent and subject to any COVID-19 Measures, use reasonable best efforts to afford the other PartyParent’s officers and other authorized Representatives reasonable access, solely for the purpose of furthering the Transactions, for integration planning purposes, in connection with synergy identification and analysis and investigation and review of the business, operations and activities of the Company and its Subsidiaries (provided that such investigation and review shall be limited to existing Contracts, books and records as of the date of this Agreement and Contracts, books and records created after the date hereof in the Ordinary Course of Business), in each case, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providersofficers, Employees, agents, Contracts, books and records (including the work papers of such Partythe Company’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters), as well as properties, offices and other facilities, and each shall (and shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other all information concerning its business, properties and personnel as may reasonably be requested, including in connection ; provided that such access does not unreasonably interfere with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the TransactionsCompany’s normal operations.
Appears in 1 contract
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.86.6 and solely for purposes of furthering the Merger and the other transactions contemplated hereby or integration planning relating thereto, each of (i) the Company and Parent each shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all reasonable information in its possession concerning itself, its Subsidiaries, directors, officers and stockholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or and/or any Governmental Entity Authority in connection with the TransactionsMerger and the transactions contemplated by this Agreement, and (ii) the Company shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other PartyParent, use reasonable best efforts to afford the other PartyParent’s officers and other authorized Representatives reasonable access, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providersofficers, employees, agents, Contracts, tangible or electronic books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters)records, as well as propertiesstores, offices offices, systems, software, distribution facilities and other facilities, and each and, during such period, the Company shall (and shall cause its Subsidiaries to) use furnish to Parent reasonable best efforts to furnish promptly to the other all information in its possession concerning its businessbusinesses, properties and personnel as may reasonably be requestedrequested by Parent, including including, in connection with the preparation case of clauses (i) and (ii), as set forth on Section 6.6(a) of the Proxy Statement/ProspectusCompany Disclosure Schedule, and (iii) the Registration Statement or any other statement, filing, notice or application made Company shall continue to provide access to Parent and its Representatives to the electronic data room maintained by or on behalf of Parent, the Company or any to which Parent and its Representatives were provided access prior to the date of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactionsthis Agreement.
Appears in 1 contract
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.86.9, each of the Company and Parent each shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all information concerning itself, its Subsidiaries, directors, officers and stockholders stockholders/shareholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy StatementProxy/Prospectus, the Management Information Circular, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company or any of their respective Subsidiaries to any third party or and/or any Governmental Entity in connection with the TransactionsMerger and the transactions contemplated by this Agreement, and shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other Party, use reasonable best efforts to afford the other Partyother’s officers and other authorized Representatives reasonable access, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providersofficers, employees, agents, Contractscontracts, books and records (including the work papers of such Party’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access lettersaccountants), as well as properties, offices and other facilities, and and, during such period, each shall (and shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other all information concerning its business, properties and personnel as may reasonably be requested. Notwithstanding the foregoing, including nothing in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement this Section 6.9 shall require or any other statement, filing, notice or application made by or on behalf of Parent, be construed to require either the Company or Parent to allow the other Party or its representatives to perform any on-site procedures (including an on-site study) with respect to any property of the Company or Parent (as applicable) or their respective Subsidiaries to any third party or any Governmental Entity in connection with the TransactionsSubsidiaries.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Spectra Energy Corp.)
Information; Access and Reports. (a) Subject to applicable Law and the other provisions of this Section 7.8, each of the Company Versum and Parent each shall (and shall cause its Subsidiaries to), upon reasonable advance written notice request by the other Partyother, use reasonable best efforts to furnish the other Party with all information concerning itself, its Subsidiaries, directors, officers and stockholders and such other matters as may be reasonably necessary or advisable in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company Versum or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions, and . Versum shall (and shall cause its Subsidiaries to), upon giving of reasonable advance written notice by the other PartyParent, use reasonable best efforts to afford the other PartyParent’s officers and other authorized Representatives reasonable access, during normal business hourshours following reasonable advance notice throughout the period prior to the Effective Time, to its Service Providersofficers, Employees, agents, Contracts, books and records (including the work papers of such PartyVersum’s independent accountants upon receipt of any required consents from such accountants and subject to the execution of customary access letters), as well as properties, offices and other facilities, and and, during such period, each Party shall (and shall cause its Subsidiaries to) use reasonable best efforts to furnish promptly to the other Party all information concerning its business, properties and personnel as may reasonably be requested, including in connection with the preparation of the Proxy Statement/Prospectus, the Registration Statement or any other statement, filing, notice or application made by or on behalf of Parent, the Company Versum or any of their respective Subsidiaries to any third party or any Governmental Entity in connection with the Transactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Versum Materials, Inc.)