Common use of Information for Liquidity Event Clause in Contracts

Information for Liquidity Event. (a) From the date hereof until the Closing Date, the Selling Parties, including Everest and its Subsidiaries, shall provide the Purchaser and its authorized representatives such information, financial or otherwise, relating to the Selling Parties, Everest or its Subsidiaries that is reasonably required under the United States Securities Act of 1933, as amended (the “Securities Act”) for the purpose of enabling the Purchaser and its Parent to prepare for an IPO or other Liquidity Event. In such connection, if required under Regulation S-X and Regulation D, as promulgated under the Securities Act, following the Execution Date, the Selling Parties shall furnish to the Parent the audited consolidated financial statements of Everest and Subsidiaries, consisting of its consolidated balance sheet, as of December 31, 2012, December 31, 2013 and December 31, 2014, and the consolidated statement of operations and consolidated statement of cash flows, for the three fiscal years then ended (the “Audited Financial Statements”). The auditing cost for the Audited Financial Statements and for the three fiscal years then ended shall be borne in the manner provided in Section 5.15 below. (b) From the date hereof until the Closing Date, the Purchaser and Parent shall provide to K Laser and its authorized representatives reasonable and timely access to information, financial or otherwise, necessary in order to satisfy the requirements for K Laser’s legal and internal compliance obligations, including, but not limited to (i) true and complete copies of all agreements, registration statements, financial information and other documentation required to be executed or filed with the SEC in connection with consummating any one or more Liquidation Event, and (ii) a letter of valuation of the Parent and its Target Companies (as defined in the Option Agreement) by Wxxxxxxxxx Xxxxxxx & Company or other reputable investment bankers. (c) Each of the Parties agrees to maintain the confidentiality of all information obtained in regard to this Section 5.7 and shall not make or allow any use of such information other than for the purposes of this Section 5.7. However, such Party may allow access to such information to his/its accountants, lawyers, partners, limited partners, members, managers and financial advisors provided that they are bound by an agreement of confidentiality. This section shall survive the termination of this Agreement for any reason.

Information for Liquidity Event. (a) From the date hereof until Following the Closing Date, the Selling Parties, including Everest and its SubsidiariesAcquired Corporations, shall provide the Purchaser and its authorized representatives such information, financial or otherwise, relating to the Selling Parties, Everest or its Subsidiaries Acquired Corporations that is reasonably required under the United States Securities Act of 1933, as amended (the “Securities Act”) for the purpose of enabling the Purchaser and its Parent to prepare for an IPO or other Liquidity Event. In such connection, if required under Regulation S-X and Regulation D, as promulgated under the Securities Act, following the Execution Date, the Selling Parties shall furnish to the Parent the audited consolidated financial statements of Everest and SubsidiariesAcquired Corporations, consisting of its consolidated balance sheet, as of December 31, 20122013, December 31, 2013 2014 and December 31, 20142015, and the consolidated statement of operations and consolidated statement of cash flows, for the three fiscal years then ended (the “Audited Financial Statements”). The auditing cost for the Audited Financial Statements and for the three fiscal years then ended shall be borne in the manner provided in Section 5.15 below. (b) From the date hereof until Following the Closing Date, the Purchaser and Parent BOXL shall provide to K Laser and its authorized representatives reasonable and timely access to information, financial or otherwise, necessary in order to satisfy the requirements for K Laser’s legal and internal compliance obligations, including, but not limited to (i) true and complete copies of all agreements, registration statements, financial information and other documentation required to be executed or filed with the SEC in connection with consummating any one or more Liquidation Event, and (ii) a letter of valuation of the Parent and its Target Companies (as defined in the Option Agreement) by Wxxxxxxxxx Xxxxxxx & Company or other reputable investment bankers. (c) Each of the Parties agrees to maintain the confidentiality of all information obtained in regard to this Section 5.7 5.6 and shall not make or allow any use of such information other than for the purposes of this Section 5.75.6. However, such Party may allow access to such information to his/its accountants, lawyers, partners, limited partners, members, managers and financial advisors provided that they are bound by an agreement of confidentiality. This section shall survive the termination of this Agreement for any reason.