Information Pending Closing. (a) From the date of this Agreement through the earlier of the Closing or the termination of this Agreement pursuant to Section 10.01 (the “Interim Period”), the Company shall provide Parent and its Representatives, as reasonably requested by Parent, reasonable access at reasonable times and upon reasonable prior notice during normal business hours, to the officers and employees, properties and books and records of the Acquired Companies, but only to the extent such access does not unreasonably interfere with the business or operations of the Acquired Companies. Notwithstanding the foregoing, the Company shall not be required to provide any information (a) which any Seller reasonably believes it or the Acquired Companies are prohibited from providing to Parent by reason of applicable Law, (b) which in the opinion of legal counsel to the Sellers, will result in the loss of attorney/client privilege, (c) which the Sellers or the Acquired Companies are required to keep confidential or prevent access to by reason of any Contract with a third party, (d) relating to pricing or other matters that are highly sensitive if the exchange of such documents (or portions thereof) or information, as determined by the Sellers’ counsel, might reasonably result in antitrust difficulties for the Sellers or their Affiliates or (e) relating to any potential sale of any of the Acquired Companies or the Facility to any other Person, provided that the Parties will use commercially reasonable efforts to make appropriate substitute disclosure arrangements, or seek appropriate waivers or consents, under circumstances in which the restrictions of clause (a) of this sentence apply. Notwithstanding anything contained herein, during the Interim Period, Parent shall not be permitted to contact any of the Acquired Companies’ employees, vendors, customers or suppliers regarding the transactions contemplated by this Agreement without receiving prior written authorization from the Sellers, which consent shall not be unreasonably withheld, conditioned or delayed. For the avoidance of doubt, all information provided pursuant to this Section 6.01 shall be subject to the Confidentiality Agreement; provided, however that Parent shall be permitted to contact certain of the Acquired Companies’ employees, vendors, customers or suppliers, in coordination with the Company, for the sole purpose of discussing the transition in ownership of the Acquired Companies.
Information Pending Closing. During the Interim Period, Seller shall cause the Companies to provide Buyer and its Representatives with information as to the Companies and their material operations, as reasonably requested by Buyer and to the extent such information is readily available or could be obtained without any material interference with the business or operations of the Companies. Notwithstanding the foregoing, Seller shall not be required to provide any information which Seller reasonably believes it or the Companies are prohibited from providing to Buyer by reason of applicable Law, which constitutes or allows access to information protected by attorney/client privilege, or which Seller or the Companies are required to keep confidential or prevent access to by reason of any Contract with a third party. Notwithstanding anything contained herein, Buyer shall not be permitted during the Interim Period to contact any of the Companies’ vendors, customers or suppliers, or any Governmental Entities (except in connection with applications for governmental approvals in connection with this Agreement) regarding the operations or legal status of the Companies without receiving prior written authorization from Seller. Following the Closing, Seller shall be entitled to retain copies (at Seller’ sole cost and expense) of all books and records relating to its ownership and/or operation of the Companies and their businesses; provided that any confidential information relating to the Companies retained by Seller shall be subject to the requirements of Section 6.4(a) as applicable.
Information Pending Closing. From the date of this Agreement through the earlier of the Closing or the termination of this Agreement pursuant to Section 9.01 (the “Interim Period”), Sellers and the Company shall provide Purchaser and its Representatives with reasonable access, during normal business hours, to the properties and assets, operations, books and records (including, for the avoidance of doubt, the Company’s then-current calculation of the FTTH Capital Expenditure Adjustment), information and employees of the Company, as reasonably requested by Purchaser, including, for the avoidance of doubt, reasonable access to the Company’s properties for on-site visit, inspection and review of the Company’s facilities and other assets by Purchaser and its Representatives. The Sellers and Purchaser shall cause their respective Representatives to reasonably cooperate and communicate with Purchaser and its Representatives in connection with such access, investigation and examination. Notwithstanding the foregoing, Sellers and the Company shall not be required to provide any information (a) which it is prohibited from providing to Purchaser by reason of applicable Law; (b) which constitutes or allows access to information protected by attorney-client privilege; or (c) which the Company is required to keep confidential or prevent access to by reason of any Contract existing on the date hereof. For the avoidance of doubt, all information provided pursuant to this Section 6.01 shall be subject to the Confidentiality Agreement.
