Common use of Information and Records Clause in Contracts

Information and Records. Prior to the Closing, Seller will provide or cause to be provided to Purchaser and its agents, upon reasonable notice, (i) reasonable access to all books, records, documents or information reasonably relating to the Project, the Purchased Assets or the Business; and (ii) such access to the Project, the Purchased Assets or the Business and Xxxx Xxxxxx or his successor, the Project plant manager, and, with Xxxx Xxxxxx'x or his successor's oral or written consent, which consent shall not be unreasonably withheld, the Project operations manager, environmental, accounting, human resources and information technology representatives and other representatives and employees of Seller and its Independent Contractors reasonably requested by Purchaser, in each case during normal business hours and at Purchaser's sole cost, risk and expense, as Purchaser may request for any reasonable purpose. Purchaser agrees that Purchaser will not disclose any Confidential Information (as defined in the Confidentiality Agreement) relating to Seller, whether obtained pursuant to this Section or otherwise, to any party unless such disclosure is otherwise permitted by the Confidentiality Agreement. Prior to the execution of this Agreement, Seller has provided Purchaser with access to the Project and the Project Site and to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at the Project and the Project Site. Seller has provided Purchaser with information pursuant to requests directed to Seller or directed to any Governmental Authority with jurisdiction over the Project or the Project Site as well as access to the Project and Project Site. This right of access has included without limitation any requests for information directed to Seller or to any Governmental Authority with jurisdiction over the Project or the Project Site, as well as access to the Project Site by the Environmental Consultant for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's reasonable discretion to assess the foregoing, including without limitation the status of any Environmental Condition or any Release of Hazardous Substances. As a result of this investigation, the Environmental Consultant has prepared an initial Environmental Assessment dated September 22, 2004. The initial Environmental Assessment concludes that there are no Environmental Conditions; that the Environmental Consultant has not found any major issues in the area of environmental compliance for the Project or Project Site and that Seller appears to be in compliance with respect to environmental matters. As set forth in Section 6.16(a)-(d), in its discretion, Purchaser may elect to conduct a final Environmental Assessment. From the date hereof, Seller shall continue to provide Purchaser with access to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at the Project Site, the accuracy of Seller's representations and warranties in Section 4.16, the status of any Remediation and other related matters. This right of access shall include without limitation any requests for information directed to Seller or to any Governmental Authority with jurisdiction over the Project or the Project Site, as well as access to the Project Site by the Environmental Consultant or any qualified professional consultant selected by Purchaser for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's reasonable discretion to assess the foregoing, including without limitation the status of any Remediation or response to any Release of Hazardous Substances. Seller hereby consents, for the purpose of this Section and otherwise, to any such investigation, including for the purpose of the preparation of the final Environmental Assessment.

Information and Records. (a) Prior to the Closing, Seller will provide or cause to be provided to Purchaser and its agents, upon reasonable notice, (i) reasonable access to all books, records, documents or information reasonably relating to the Project, the Purchased Assets or the BusinessTransmission Assets; and (ii) such access to the Project, the Purchased Transmission Assets or the Business and Xxxx Dxxx Xxxxxx or his successor, the Project plant manager, and, with Xxxx Xxxxxx'x Dxxx Xxxxxx’x or his successor's ’s oral or written consent, which consent shall not be unreasonably withheld, the Project operations manager, environmental, accounting, human resources and information technology representatives and other representatives and employees of Seller and its Independent Contractors reasonably requested by Purchaser, in each case during normal business hours and at Purchaser's ’s sole costcost (except that Purchaser shall not be required to reimburse Seller for internal personnel costs and overhead of Seller), risk and expense, as Purchaser may request for any reasonable purpose. Purchaser agrees that Purchaser will not disclose any Confidential Information (as defined in the Confidentiality Agreement) relating to Seller, whether obtained pursuant to this Section or otherwise, to any party unless such disclosure is otherwise permitted by the Confidentiality Agreement. . (b) Prior to the execution of this Agreement, Seller has provided Purchaser with access to the Project and the Project Site Transmission Assets and to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at relating to the Project and the Project SiteTransmission Assets. Seller has provided Purchaser with information pursuant to requests directed to Seller or directed to any Governmental Authority with jurisdiction over the Project or the Project Site as well as access to the Project and Project Site. This right of access has included without limitation any requests for information directed to Seller or to any Governmental Authority with jurisdiction over the Project or the Project Site, as well as access to the Project Site by the Environmental Consultant for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's ’s reasonable discretion to assess the foregoing, including without limitation the status of any Environmental Condition or any Release of Hazardous Substances. As a result of this investigation, the Environmental Consultant has prepared an initial Environmental Assessment dated September 22, 2004February 2005. The initial Environmental Assessment concludes that there are no Environmental Conditions; that the Environmental Consultant has not found any major issues in the area of environmental compliance for the Project or Project Site Transmission Assets (including the Transmission Real Property) and that Seller appears to be in compliance with respect to environmental matters. As set forth in Section 6.16(a)-(d6.12(a)-(d), in its discretion, Purchaser may elect to conduct a final Environmental Assessment. . (c) From the date hereof, Seller shall continue to provide Purchaser with access to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at relating to the Project SiteTransmission Assets, the accuracy of Seller's ’s representations and warranties in Section 4.16, the status of any Remediation and other related matters. This right of access shall include without limitation any requests for information directed to Seller or to any Governmental Authority with jurisdiction over the Project or the Project SiteTransmission Assets, as well as access to the Project Site Transmission Assets by the Environmental Consultant or any qualified professional consultant selected by Purchaser for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's ’s reasonable discretion to assess the foregoing, including without limitation the status of any Remediation or response to any Release of Hazardous Substances. Seller hereby consents, for the purpose of this Section and otherwise, to any such investigation, including for the purpose of the preparation of the final Environmental Assessment.

Information and Records. (a) Prior to the Closing, Seller will provide or cause to be provided to Purchaser and its agents, upon reasonable notice, (i) reasonable access to all books, records, documents or information reasonably relating to the Project, the Purchased Assets or the BusinessTransmission Assets; and (ii) such access to the Project, the Purchased Transmission Assets or the Business and Xxxx Xxxxxx or his successor, the Project plant manager, and, with Xxxx Xxxxxx'x Xxxxxx’x or his successor's ’s oral or written consent, which consent shall not be unreasonably withheld, the Project operations manager, environmental, accounting, human resources and information technology representatives and other representatives and employees of Seller and its Independent Contractors reasonably requested by Purchaser, in each case during normal business hours and at Purchaser's ’s sole costcost (except that Purchaser shall not be required to reimburse Seller for internal personnel costs and overhead of Seller), risk and expense, as Purchaser may request for any reasonable purpose. Purchaser agrees that Purchaser will not disclose any Confidential Information (as defined in the Confidentiality Agreement) relating to Seller, whether obtained pursuant to this Section or otherwise, to any party unless such disclosure is otherwise permitted by the Confidentiality Agreement. . (b) Prior to the execution of this Agreement, Seller has provided Purchaser with access to the Project and the Project Site Transmission Assets and to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at relating to the Project and the Project SiteTransmission Assets. Seller has provided Purchaser with information pursuant to requests directed to Seller or directed to any Governmental Authority with jurisdiction over the Project or the Project Site as well as access to the Project and Project Site. This right of access has included without limitation any requests for information directed to Seller or to any Governmental Authority with jurisdiction over the Project or the Project Site, as well as access to the Project Site by the Environmental Consultant for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's ’s reasonable discretion to assess the foregoing, including without limitation the status of any Environmental Condition or any Release of Hazardous Substances. As a result of this investigation, the Environmental Consultant has prepared an initial Environmental Assessment dated September 22, 2004February 2005. The initial Environmental Assessment concludes that there are no Environmental Conditions; that the Environmental Consultant has not found any major issues in the area of environmental compliance for the Project or Project Site Transmission Assets (including the Transmission Real Property) and that Seller appears to be in compliance with respect to environmental matters. As set forth in Section 6.16(a)-(d6.12(a)-(d), in its discretion, Purchaser may elect to conduct a final Environmental Assessment. . (c) From the date hereof, Seller shall continue to provide Purchaser with access to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at relating to the Project SiteTransmission Assets, the accuracy of Seller's ’s representations and warranties in Section 4.16, the status of any Remediation and other related matters. This right of access shall include without limitation any requests for information directed to Seller or to any Governmental Authority with jurisdiction over the Project or the Project SiteTransmission Assets, as well as access to the Project Site Transmission Assets by the Environmental Consultant or any qualified professional consultant selected by Purchaser for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's ’s reasonable discretion to assess the foregoing, including without limitation the status of any Remediation or response to any Release of Hazardous Substances. Seller hereby consents, for the purpose of this Section and otherwise, to any such investigation, including for the purpose of the preparation of the final Environmental Assessment.

Information and Records. (a) Prior to the Closing, Seller will provide or cause to be provided to Purchaser and its agents, upon reasonable noticeon a no notice basis, (i) reasonable full access to all books, records, documents or information reasonably relating to the Project, the Purchased Assets or the Business; and (ii) such access to the Project and all individuals who regularly work at or in support of the Project, the Purchased Assets or the Business and Xxxx Xxxxxx or his successor, the Project plant manager, and, with Xxxx Xxxxxx'x or his successor's oral or written consent, which consent shall not be unreasonably withheld, the Project operations manager, environmental, accounting, human resources and information technology representatives and other representatives and employees of Seller and its Independent Contractors reasonably requested by Purchaser, in each case during normal business hours and at Purchaser's sole cost, risk and expense, as Purchaser may request for any reasonable purpose. Purchaser agrees , including for purposes of verifying the accuracy of Seller's representations and warranties as set forth in ARTICLE 4, confirming Seller's compliance with its obligations under this Agreement or any Ancillary Agreement, evaluating the quality and sufficiency of the performance of the operations and maintenance of the Project, evaluating the condition, operations and operating characteristics of the Purchased Assets, supporting the consummation of the Transactions or the safe and efficient transfer of the operations of the Project or making or conducting any surveys, assessments, inspections or tests that Purchaser will not disclose considers reasonably necessary to verify the satisfaction of any Confidential Information of the conditions set forth in ARTICLE 8 or otherwise reasonably necessary. Seller acknowledges that such inspections and tests may include boundary and other surveys of the Immovable Property (as defined or any portion thereof), soil tests and borings and other engineering studies, environmental tests and assessments, and inspections for purposes of determining or verifying the location and adequacy of utilities and other improvements; provided that in no event shall Purchaser unreasonably interfere with Seller's operation of the Confidentiality Agreement) relating to Project. Seller further acknowledges that, in connection with such inspections and tests, Purchaser may contact any Governmental Authority having jurisdiction over Seller, whether obtained any of its Affiliates or any of the Purchased Assets as part of Purchaser's due diligence investigation with respect to the Project. Seller hereby consents to any such contact. (b) Without limiting the generality of the foregoing, Seller will provide Purchaser an office at the Project reasonably satisfactory to Purchaser sufficient to accommodate two (2) individuals on a daily basis and equipped with the equipment and supplies appropriate for Purchaser's use thereof for the exercise of its rights pursuant to this Section or otherwise, and reasonably satisfactory to any party unless such disclosure is otherwise permitted by Purchaser. (c) Without limiting the Confidentiality Agreement. Prior to the execution generality of this Agreement, Seller has provided Purchaser with access to the Project and the Project Site and to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at the Project and the Project Site. Seller has provided Purchaser with information pursuant to requests directed to Seller or directed to any Governmental Authority with jurisdiction over the Project or the Project Site as well as access to the Project and Project Site. This right of access has included without limitation any requests for information directed to Seller or to any Governmental Authority with jurisdiction over the Project or the Project Site, as well as access to the Project Site by the Environmental Consultant for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's reasonable discretion to assess the foregoing, including without limitation the status of any Environmental Condition or any Release of Hazardous Substances. As a result of this investigation, the Environmental Consultant has prepared an initial Environmental Assessment dated September 22, 2004. The initial Environmental Assessment concludes that there are no Environmental Conditions; that the Environmental Consultant has not found any major issues in the area of environmental compliance for the Project or Project Site and that Seller appears to be in compliance with respect to environmental matters. As set forth in Section 6.16(a)-(d), in its discretion, Purchaser may elect to conduct a final Environmental Assessment. From the date hereof, Seller shall continue to provide Purchaser with access to information and personnel sufficient to allow Purchaser to assess and determine to its reasonable satisfaction the presence, scope and extent of any Environmental Conditions at the Project Site, the accuracy of Seller's representations and warranties in Section 4.164.15, the status of any Remediation and other related mattersor otherwise. This right of access shall include without limitation any requests for the right to request information directed to Seller from, or to other information from, any Governmental Authority with jurisdiction over the Project or the Project Site, as well as access to the Project Site by the Environmental Consultant or any qualified professional consultant selected by Purchaser for the purpose of performing investigations or assessments necessary or appropriate in Purchaser's reasonable discretion to assess the foregoing, including without limitation the status of any Remediation or response to any Release of Hazardous Substances. Seller hereby consents, for the purpose of this Section and otherwise, to any such investigationinvestigation provided that in no event shall Purchaser unreasonably interfere with Seller's operation of the Project. (d) For a period of seven (7) years after the Closing (or, if requested in writing by Seller within seven (7) years after the Closing, until the closing of the examination of Seller's federal income Tax Returns for all periods prior to and including the Closing, if later,) Purchaser will (i) permit Seller to examine and make copies, at Seller's expense, during normal business hours and upon reasonable notice, of any books, records, documents or information reasonably relating to the Project and included in the Purchased Assets delivered to it by Seller, for any reasonable purpose, including for the purpose of any litigation now pending or hereafter commenced against Seller, or the preparation of income or other Tax Returns and (ii) provide to Seller, upon reasonable notice, such reasonable access to the final Environmental AssessmentProject and all individuals who regularly work in or for the business of Purchaser at the Project during normal business hours as Seller may request in any such notice for any such reasonable purpose; provided, however, that all such examinations by Seller shall occur and all such access shall be provided to Seller at times and places reasonably set by Purchaser, and in no event shall Seller interfere with Purchaser's operation of the Project or the conduct of its business. During such time period after the Closing, Seller will permit Purchaser to examine and make copies, at Purchaser's expense, during normal business hours and upon reasonable notice, of Seller's accounting books and records retained as Excluded Assets pursuant to Section 2.2(m) and any other books, records, documents or information reasonably relating to the Project not delivered to Purchaser by Seller, for any reasonable purpose. (e) During such time period after the Closing, Purchaser will provide to Seller, at Seller's expense, copies of such books, records, documents and information reasonably relating to the Project and included in the Purchased Assets delivered to it by Seller, and Seller will provide to Purchaser, at Purchaser's expense, copies of Seller's accounting books and records retained as Excluded Assets pursuant to Section 2.2(m) and any other books, records, documents or information reasonably relating to the Project not delivered to Purchaser by Seller, in either such case for any reasonable purpose, including any litigation now pending or hereafter commenced against the requesting Party by any Person. Each Party will provide reasonable notice to the other Party of its need to access such books, records, documents or other information.