Information in Connection with Regulatory or Supervisory Requirements. (a) For a period of ten years following the Non-Control Date, subject to an extension of up to five years upon the demonstration of a legal, tax or regulatory requirement for such extension by the requesting Party and subject to any restrictions contained in Applicable Law: (i) the Company shall (A) provide, as promptly as reasonably practicable, but in any case within three Business Days of any request from NAB (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents (1) requested or demanded by any Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRA) or (2) deemed necessary or advisable by NAB in connection with any filing, report, response or communication made by NAB or its Subsidiaries with or to a Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRA), whether made pursuant to a specific request from such Governmental Authority or in the ordinary course, and (B) upon reasonable notice, provide access to any Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRA) to its offices, employees and management in a reasonable manner where and as required under Applicable Law; and (ii) NAB shall provide, as promptly as reasonably practicable, but in any case within three Business Days of any request from the Company (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents relating to the Company or any of its Subsidiaries (A) requested or demanded by any Governmental Authority having jurisdiction or oversight authority over the Company or any of its Subsidiaries; or (B) deemed necessary or advisable by the Company in connection with any filing, report, response or communication by the Company or its Subsidiaries with or to any Governmental Authority having jurisdiction or oversight authority over the Company or any of its Subsidiaries, whether made pursuant to a specific request from such Governmental Authority or in the ordinary course. (b) Each Party shall use its reasonable best efforts to keep the other Party informed of the type of information such Party expects to require on a regular basis (including the expected timing requirements for such information) in order to meet its reporting or filing obligations, and the reporting and filing obligations of its Subsidiaries, with Governmental Authorities; provided, however, that no failure to abide by this Section 4.7(b) shall affect the validity of any demand made pursuant to Section 4.7(a). (c) Each Party shall use its reasonable best efforts to obtain any consent required under Applicable Law to share any information requested pursuant to Section 4.7(a).
Appears in 4 contracts
Samples: Stockholder Agreement (National Australia Bank LTD), Stockholder Agreement (Great Western Bancorp, Inc.), Stockholder Agreement (Great Western Bancorp, Inc.)
Information in Connection with Regulatory or Supervisory Requirements. (a) For a period of ten years following Until the Non-Control Date, subject to an extension of up to five years upon the demonstration of a legal, tax or regulatory requirement for such extension by the requesting Party Date and subject to any restrictions contained in under Applicable Law:
(i) the Company shall, and shall cause its Subsidiaries to, (A) provide, as promptly as reasonably practicable, but in any case within three (3) Business Days of any request from NAB BNPP (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents (1) requested or demanded by any Governmental Authority having jurisdiction or oversight authority over NAB BNPP or any of its Subsidiaries (including, for the avoidance of doubt, APRA) or (2) deemed necessary or advisable by NAB BNPP in connection with any filing, report, response or communication made by NAB BNPP or its Subsidiaries with or to a Governmental Authority having jurisdiction or oversight authority over NAB BNPP or any of its Subsidiaries (including, for the avoidance of doubt, APRA)Subsidiaries, whether made pursuant to a specific request from such Governmental Authority or in the ordinary course, and (B) upon reasonable notice, provide access to any Governmental Authority having jurisdiction or oversight authority over NAB BNPP or any of its Subsidiaries (including, for the avoidance of doubt, APRA) to its offices, employees and management in a reasonable manner where and as required under Applicable Law; and.
(ii) NAB BNPP shall, and shall cause its Subsidiaries to provide, as promptly as reasonably practicable, but in any case within three (3) Business Days of any request from the Company (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents relating to the Company or any of its Subsidiaries (A) requested financial, accounting taxation and other information and records of, or demanded by confirmations from, BNPP and its Subsidiaries, and (B) access to relevant personnel of BNPP and its Subsidiaries, in each case to the extent such information or access is necessary for the Company to comply with any Applicable Law or to meet the requirements of any Governmental Authority having jurisdiction or oversight authority over securities exchange to which the Company or any of its Subsidiaries; or (B) deemed necessary or advisable by the Company in connection with any filing, report, response or communication by the Company or its Subsidiaries with or to any Governmental Authority having jurisdiction or oversight authority over the Company or any of its Subsidiaries, whether made pursuant to a specific request from such Governmental Authority or in the ordinary courseis subject.
(b) Each Party shall use its reasonable best efforts to keep the other Party informed of the type of information such Party expects to require on a regular basis (including the expected timing requirements for such information) in order to meet its reporting or filing obligations, and the reporting and filing obligations of its Subsidiaries, with Governmental Authorities; provided, however, that no failure to abide by this Section 4.7(b4.6(b) shall affect the validity of any demand made pursuant to Section 4.7(a4.6(a).
(c) Notwithstanding the foregoing, if either Party reasonably determines that any provision of information pursuant to this Section 4.6 could be commercially detrimental to such Party’s business, violate any Applicable Law (including any Applicable Law relating to confidential supervisory information) or result in the waiver of any privilege, the Parties shall take all reasonable measures to permit the provision of such information in a manner that avoids any such detriment, violation or waiver. If, after the Parties have taken such measures, such Party is unable to provide any such information other than in a manner that could violate Applicable Law, such Party shall not be required to provide such information. For the avoidance of doubt, neither Party shall be required to disclose confidential supervisory information to the other Party pursuant to the information sharing provisions of this Agreement, including this Section 4.6, or to any other Person, in all cases to the extent prohibited by Applicable Law.
(d) Each Party shall use its reasonable best efforts to obtain any consent required under Applicable Law to share any information requested pursuant to Section 4.7(a4.6(b).
Appears in 3 contracts
Samples: Stockholder Agreement (First Hawaiian, Inc.), Stockholder Agreement (First Hawaiian, Inc.), Stockholder Agreement (First Hawaiian, Inc.)
Information in Connection with Regulatory or Supervisory Requirements. (a) For a During any period of ten years following in which AIG is or may be deemed to control Corebridge for federal, state or foreign regulatory purposes, and in any case at all times prior to the Non-Control Third Threshold Date, subject to an extension of up to five years upon the demonstration of a legal, tax or regulatory requirement for such extension by the requesting Party and subject to any restrictions contained in Applicable Law:
(i) the Company shall Corebridge shall:
(A) provide, as promptly as reasonably practicable, possible but in any case within three Business Days business days of any request from NAB AIG (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents (1x) requested or demanded by any Governmental Authority having or purporting to have jurisdiction or oversight authority over NAB AIG or any of its Subsidiaries (including, for the avoidance of doubt, APRA) or (2y) deemed necessary or advisable by NAB AIG in connection with any filing, report, response or communication made by NAB AIG or its Subsidiaries with or to a Governmental Authority having or purporting to have jurisdiction or oversight authority over NAB AIG or any of its Subsidiaries (including, for the avoidance of doubt, APRA), whether made pursuant to a specific request from such Governmental Authority authority or in the ordinary course, and ); and
(B) upon reasonable notice, promptly provide access to AIG or any Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRA) to its offices, employees and management in a reasonable manner where and as required under Applicable Lawwhen (x) requested or demanded by any Governmental Authority having or purporting to have jurisdiction or oversight authority over AIG or any of its Subsidiaries or (y) deemed necessary or advisable by AIG in connection with any filing, report, response or communication made by AIG or its Subsidiaries with or to a Governmental Authority having or purporting to have jurisdiction or oversight authority over AIG or any of its Subsidiaries (whether made pursuant to specific request from such authority or in the ordinary course); and
(ii) NAB AIG shall provide, as promptly as reasonably practicable, possible but in any case within three Business Days business days of any request from the Company Corebridge (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents relating to the Company or any of its Subsidiaries (A) requested or demanded by any Governmental Authority having or purporting to have jurisdiction or oversight authority over the Company Corebridge or any of its Subsidiaries; Subsidiaries or (B) deemed necessary or advisable by the Company Corebridge in connection with any filing, report, response or communication by the Company Corebridge or its Subsidiaries with or to any a Governmental Authority having or purporting to have jurisdiction or oversight authority over the Company Corebridge or any of its Subsidiaries, Subsidiaries (whether made pursuant to a specific request from such Governmental Authority authority or in the ordinary course).
(b) Each Party of AIG and Corebridge shall use its reasonable best efforts to keep the other Party informed of the type of information such Party it expects to require on a regular basis (including the expected timing requirements for such information) in order to meet its reporting or filing obligationsobligations with the authorities referred to in Section 6.7(a) above, and the reporting and filing obligations timing of its Subsidiaries, with Governmental Authorities; such requirements therefor provided, however, that no failure to abide by this Section 4.7(b6.7(b) shall affect the validity of any demand made pursuant to Section 4.7(a6.7(a).
(c) Each Party shall use its reasonable best efforts to obtain any consent required under Applicable Law to share any information requested pursuant to Section 4.7(a).
Appears in 2 contracts
Samples: Separation Agreement (American International Group, Inc.), Separation Agreement (Corebridge Financial, Inc.)
Information in Connection with Regulatory or Supervisory Requirements. (a) For a During any period of ten years following in which ING Group is deemed to control the Non-Control Company for U.S., European Commission, or The Netherlands regulatory purposes, and in any case at all times prior to the Third Threshold Date, subject to an extension of up to five years upon the demonstration of a legal, tax or regulatory requirement for such extension by the requesting Party and subject to any restrictions contained in Applicable Law:
(i) the Company shall shall:
(A) provide, as promptly as reasonably practicable, possible but in any case within three Business Days business days of any request from NAB ING Group (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents (1x) requested or demanded by any Governmental Authority governmental, regulatory, judicial, supra-national or self-regulatory authority having jurisdiction or oversight authority over NAB ING Group or any of its Subsidiaries (including, for the avoidance of doubt, APRADNB and the European Commission) or (2y) deemed necessary or advisable by NAB ING Group in connection with any filing, report, response or communication made by NAB ING Group or its Subsidiaries with or to a Governmental Authority an authority referred to in clause (x) of this Section 4.7(a)(i)(A) (whether made pursuant to specific request from such authority or in the ordinary course); and
(B) upon reasonable notice, provide access to any governmental, regulatory, judicial, supra-national or self-regulatory authority having jurisdiction or oversight authority over NAB ING Group or any of its Subsidiaries (including, for the avoidance of doubt, APRA), whether made pursuant to a specific request from such Governmental Authority or in DNB and the ordinary course, and (B) upon reasonable notice, provide access to any Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRAEuropean Commission) to its offices, employees and management in a reasonable manner where and as required under Applicable Law; and
(ii) NAB ING Group shall provide, as promptly as reasonably practicable, possible but in any case within three Business Days business days of any request from the Company (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents relating to the Company or any of its Subsidiaries (A) requested or demanded by any Governmental Authority governmental, regulatory, judicial, supra-national or self-regulatory authority having jurisdiction or oversight authority over the Company or any of its Subsidiaries; or (B) deemed necessary or advisable by the Company in connection with any filing, report, response or communication by the Company or its Subsidiaries with or to any Governmental Authority having jurisdiction or oversight an authority over the Company or any referred to in clause (A) of its Subsidiaries, this Section 4.7(a)(ii) (whether made pursuant to a specific request from such Governmental Authority authority or in the ordinary course).
(b) Each Party of ING Group and the Company shall use its reasonable best efforts to keep the other Party informed of the type of information such Party it expects to require on a regular basis (including the expected timing requirements for such information) in order to meet its reporting or filing obligationsobligations with the authorities referred to in Section 4.7(a), above, and the reporting and filing obligations timing of its Subsidiariessuch requirements, with Governmental Authorities; provided, however, that however no failure to abide by this Section 4.7(b) shall affect the validity of any demand made pursuant to Section 4.7(a).
(c) Each Party shall use its reasonable best efforts to obtain any consent required under Applicable Law to share any information requested pursuant to Section 4.7(a).
Appears in 2 contracts
Samples: Shareholder Agreement (ING U.S., Inc.), Shareholder Agreement (ING U.S., Inc.)
Information in Connection with Regulatory or Supervisory Requirements. (a) For a period of ten years following the Non-Control Date, subject to an extension of up to five years upon the demonstration of a legal, tax or regulatory requirement for such extension by the requesting Party and subject to any restrictions contained in Applicable Law:
(i) the Company shall (A) provide, as promptly as reasonably practicable, but in any case within three Business Days of any request from NAB (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents (1) requested or demanded by -20- SC1:3686837.8 any Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRA) or (2) deemed necessary or advisable by NAB in connection with any filing, report, response or communication made by NAB or its Subsidiaries with or to a Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRA), whether made pursuant to a specific request from such Governmental Authority or in the ordinary course, and (B) upon reasonable notice, provide access to any Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRA) to its offices, employees and management in a reasonable manner where and as required under Applicable Law; and
(ii) NAB shall provide, as promptly as reasonably practicable, but in any case within three Business Days of any request from the Company (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents relating to the Company or any of its Subsidiaries (A) requested or demanded by any Governmental Authority having jurisdiction or oversight authority over the Company or any of its Subsidiaries; or (B) deemed necessary or advisable by the Company in connection with any filing, report, response or communication by the Company or its Subsidiaries with or to any Governmental Authority having jurisdiction or oversight authority over the Company or any of its Subsidiaries, whether made pursuant to a specific request from such Governmental Authority or in the ordinary course.
(b) Each Party shall use its reasonable best efforts to keep the other Party informed of the type of information such Party expects to require on a regular basis (including the expected timing requirements for such information) in order to meet its reporting or filing obligations, and the reporting and filing obligations of its Subsidiaries, with Governmental Authorities; provided, however, that no failure to abide by this Section 4.7(b) shall affect the validity of any demand made pursuant to Section 4.7(a).
(c) Each Party shall use its reasonable best efforts to obtain any consent required under Applicable Law to share any information requested pursuant to Section 4.7(a).
Appears in 1 contract
Samples: Stockholder Agreement (Great Western Bancorp, Inc.)
Information in Connection with Regulatory or Supervisory Requirements. (a) For a During any period of ten years following in which AXA is deemed to control the Non-Control Company for U.S., European Commission, or French regulatory purposes, and in any case at all times prior to the Third Threshold Date, subject to an extension of up to five years upon the demonstration of a legal, tax or regulatory requirement for such extension by the requesting Party and subject to any restrictions contained in Applicable Law:
(i) the Company shall shall:
(A) provide, as promptly as reasonably practicable, possible but in any case within three Business Days business days of any request from NAB AXA (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents (1x) requested or demanded by any Governmental Authority governmental, regulatory, judicial, supra-national or self-regulatory authority having jurisdiction or oversight authority over NAB AXA or any of its Subsidiaries (including, for the avoidance of doubt, APRAACPR, AMF and the European Commission) or (2y) deemed necessary or advisable by NAB AXA in connection with any filing, report, response or communication made by NAB AXA or its Subsidiaries with or to a Governmental Authority an authority referred to in clause (x) of this Section 4.7(a)(i)(A) (whether made pursuant to specific request from such authority or in the ordinary course); and
(B) upon reasonable notice, provide access to any governmental, regulatory, judicial, supra-national or self-regulatory authority having jurisdiction or oversight authority over NAB AXA or any of its Subsidiaries (including, for the avoidance of doubt, APRA)ACPR, whether made pursuant to a specific request from such Governmental Authority or in AMF and the ordinary course, and (B) upon reasonable notice, provide access to any Governmental Authority having jurisdiction or oversight authority over NAB or any of its Subsidiaries (including, for the avoidance of doubt, APRAEuropean Commission) to its offices, employees and management in a reasonable manner where and as required under Applicable Law; and
(ii) NAB AXA shall provide, as promptly as reasonably practicable, possible but in any case within three Business Days business days of any request from the Company (unless not reasonably available within such time, in which case as soon as possible thereafter), any information, records or documents relating to the Company or any of its Subsidiaries (A) requested or demanded by any Governmental Authority governmental, regulatory, judicial, supra-national or self-regulatory authority having jurisdiction or oversight authority over the Company or any of its Subsidiaries; or (B) deemed necessary or advisable by the Company in connection with any filing, report, response or communication by the Company or its Subsidiaries with or to any Governmental Authority having jurisdiction or oversight an authority over the Company or any referred to in clause (A) of its Subsidiaries, this Section 4.7(a)(ii) (whether made pursuant to a specific request from such Governmental Authority authority or in the ordinary course).
(b) Each Party of AXA and the Company shall use its reasonable best efforts to keep the other Party informed of the type of information such Party it expects to require on a regular basis (including the expected timing requirements for such information) in order to meet its reporting or filing obligationsobligations with the authorities referred to in Section 4.7(a) above, and the reporting and filing obligations timing of its Subsidiaries, with Governmental Authoritiessuch requirements; provided, however, that no failure to abide by this Section 4.7(b) shall affect the validity of any demand made pursuant to Section 4.7(a).
(c) Each Party shall use its reasonable best efforts to obtain any consent required under Applicable Law to share any information requested pursuant to Section 4.7(a).
Appears in 1 contract
Samples: Shareholder Agreement (AXA Equitable Holdings, Inc.)