Common use of Information Right Clause in Contracts

Information Right. (a) upon the execution of this Agreement, the Company shall (and the Founder shall cause the Company to): (i) provide the Investor, its Affiliates and its and their respective Representatives with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books and records of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Investor may request; (B) as soon as available and in any event within 60 calendar days after the end of each of the first three (3) quarters of each fiscal year of the Company, any unaudited (i) consolidated balance sheets, statements of income and cash flows of the Group, (ii) standalone balance sheets, statements of income and cash flows of the Group on a consolidated basis but excluding the Business Line, and (iii) standalone balance sheets, statements of income and cash flows of the Business Line, in each case as of the last day of such quarterly period or for such quarterly period, as applicable, prepared in conformity with GAAP applied on a consistent basis; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Investor if they are filed with, or furnished by the Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act; (C) as soon as available and in any event within 90 calendar days after the end of each fiscal year of the Company, any audited (i) consolidated balance sheets, statements of income and cash flows of the Group, (ii) standalone balance sheets, statements of income and cash flows of the Group on a consolidated basis but excluding the Business Line, and (iii) standalone balance sheets, statements of income and cash flows of the Business Line, in each case as of the last day of such fiscal year or for such fiscal year, as applicable, prepared in conformity with GAAP applied on a consistent basis; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Investor if they are filed with, or furnished by the Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (D) to the extent the Company or any other Group Company is required by Law (including pursuant to Section 13 or 15(d) of the Exchange Act or otherwise) or pursuant to the terms of any outstanding Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Investor pursuant to this Section 5.05; (E) information reasonably in advance with respect to any material corporate transactions, and the right to consult with the Company and the other Group Companies with respect to such transactions; and (F) as soon as practicable and in any event within five (5) Business Days, any other information related to the Group, its business, operations, assets, liabilities, Contracts, financial and other condition, personnel or other matters, as the Investor may request with reasonable notice. (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such other times as requested by the Investor with reasonable notice, for consultation with the Investor, its Affiliates or its or their designated Representative with respect to matters relating to the business and affairs of the Company and the other Group Companies. (b) The Company agrees to (and the Founder shall cause the Company to) consider, in good faith, the recommendations of the Investor, its Affiliates or its or their or their respective designated Representatives in connection with the matters on which they are consulted as described above. (c) Notwithstanding anything to the contrary herein, this Section 5.05 shall be without prejudice and shall not limit the rights of the Investor Parties set forth elsewhere in this Agreement, including under Section 5.01.

Information Right. (a) upon Upon the execution of this Agreement, the Company shall (and the Founder shall cause the Company to): (i) provide the Investor, its the Investor Nominee, their respective Affiliates and its and their respective Representatives with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books and records of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Investor or the Investor Nominee may request; (B) as soon as available and in any event within 60 calendar days after the end of each of the first three (3) quarters of each fiscal year of the Company, any unaudited (i) consolidated balance sheets, statements of income and cash flows of the Group, (ii) standalone balance sheets, statements of income and cash flows of the Group on a consolidated basis but excluding the Business Line, and (iii) standalone balance sheets, statements of income and cash flows of the Business Line, in each case as of the last day of such quarterly period or for such quarterly period, as applicable, prepared in conformity with GAAP applied on a consistent basis; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Investor if they are filed with, or furnished by the Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act; (C) as soon as available and in any event within 90 calendar days after the end of each fiscal year of the Company, any audited (i) consolidated balance sheets, statements of income and cash flows of the Group, (ii) standalone balance sheets, statements of income and cash flows of the Group on a consolidated basis but excluding the Business Line, and (iii) standalone balance sheets, statements of income and cash flows of the Business Line, in each case as of the last day of such fiscal year or for such fiscal year, as applicable, prepared in conformity with GAAP applied on a consistent basis; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Investor if they are filed with, or furnished by the Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (D) to the extent the Company or any other Group Company is required by Law (including pursuant to Section 13 or 15(d) of the Exchange Act or otherwise) or pursuant to the terms of any outstanding Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Investor pursuant to this Section 5.05; (E) information reasonably in advance with respect to any material corporate transactions, and the right to consult with the Company and the other Group Companies with respect to such transactions; and (F) as soon as practicable and in any event within five (5) Business Days, any other information related to the Group, its business, operations, assets, liabilities, Contracts, financial and other condition, personnel or other matters, as the Investor may request with reasonable notice. (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such other times as requested by the Investor with reasonable notice, for consultation with the Investor, its the Investor Nominee, their respective Affiliates or its or their designated Representative with respect to matters relating to the business and affairs of the Company and the other Group Companies. (b) The Company agrees to (and the Founder shall cause the Company to) consider, in good faith, the recommendations of the Investor, its the Investor Nominee, their respective Affiliates or its or their or their respective designated Representatives in connection with the matters on which they are consulted as described above. (c) The Company and the Founder acknowledges that with effect from and after the Closing, in connection with the subscription of the Subscribed Securities pursuant to this Agreement, the resignation of the Resigning Persons and the nomination of such persons as the Investor may nominate as their replacements (the “Incoming Executives”), the Board and the Incoming Executives shall have full access to all books, records and information in the possession of the Company related to the management, operations, assets and liabilities of the Company and the Business, including the Existing Business Line, and shall have the right to take any and all such actions (for or on behalf of the Company) in relation to the Existing Business Line as the Board considers to be in the best interest of the Company. (d) Notwithstanding anything to the contrary herein, this Section 5.05 shall be without prejudice and shall not limit the rights of the Investor Parties set forth elsewhere in this Agreement, including under Section 5.01.

Information Right. The Company shall provide to each Party: (a) upon within three (3) months after the execution end of this Agreementeach fiscal year, the Company shall (consolidated audited balance sheet, profit and the Founder shall cause the Company to): (i) provide the Investor, its Affiliates loss account and its and their respective Representatives with: (A) the right to visit and inspect any cash flow statement of the offices and properties of the Company and the other Group Companies and inspect the books and records of the Company and the other Group Companies, in each case upon reasonable notice and at a management report including a comparison of the financial results of such reasonable times fiscal year with the corresponding results of last year and as often as other information required by Law or the Investor may requestBoard; (Bb) as soon as available and in any event within 60 calendar ten (10) days after the end of each of month, the first three (3) quarters of each fiscal year of the Company, any unaudited (i) consolidated balance sheets, statements of income and cash flows of the Group, (ii) standalone balance sheets, statements of income and cash flows un-audited management accounts of the Group on a consolidated basis but excluding Companies and an operation report as to the Business Linecurrent business operation status in the form satisfactory to the Board, and (iii) standalone balance sheets, statements of income and cash flows a comparison of the Business Line, in each case as financial results of such month with the corresponding monthly budget; (c) on the last day of such quarterly period or for such quarterly periodeach quarter, as applicable, prepared in conformity with GAAP applied on a consistent basis; provided that such balance sheets, statements the latest form of income and cash flows shall be deemed to have been provided to the Investor if they are filed with, or furnished shareholding structure certified by the Company to, the SEC pursuant to Section 13 or 15(d) chief executive officer of the Exchange ActCompany; (Cd) as soon as available and in any event within 90 calendar forty-five (45) days after the end of each fiscal year quarter, the consolidated balance sheet, profit and loss account and cash flow statement of the CompanyGroup Companies, any un-audited management accounts of the Group Companies including a comparison of the financial results of such fiscal quarter with the corresponding results of last year and other information required by law or the Board, and a report prepared by the chief executive officer of the Company of the evaluation of the operation progress of such quarter and the forecast of the current and the next quarter; (e) at least thirty (30) days before the end of a fiscal year, the consolidated operating budget of the coming year regarding the Group Companies, such budget shall forecast the (i) consolidated balance sheetsincome, statements of income expense and cash flows of the Groupcondition, in each case, month by month, as well as (ii) standalone profit and loss statement, balance sheetssheet, statements of income and cash flows flow statement, and, if applicable, segment information of the Group on a consolidated basis but excluding the Business Line, and (iii) standalone balance sheets, statements of income and cash flows of the Business LineCompanies, in each case as of the last day of such fiscal year or for such fiscal yearcase, as applicable, prepared in conformity with GAAP applied on a consistent basis; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Investor if they are filed with, or furnished by the Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (D) to the extent the Company or any other Group Company is required by Law (including pursuant to Section 13 or 15(d) of the Exchange Act or otherwise) or pursuant to the terms of any outstanding Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Investor pursuant to this Section 5.05; (E) information reasonably in advance with respect to any material corporate transactions, and the right to consult with the Company and the other Group Companies with respect to such transactionsannually; and (Ff) the information and data reflecting the operational and financial status of the Company as soon as practicable per reasonable request of such Party from time to time, provided that the requesting Party shall bear the obligations and liabilities in any event within five (5) Business Days, any other information related to respect of the Group, its business, operations, assets, liabilities, Contracts, financial and other condition, personnel or other matters, as protection of the Investor may request with reasonable notice. (ii) make appropriate officers and directors commercial secrets of the Company. Further, and the other Company shall use its best efforts to provide each Party, at least thirty (30) days before the end of a fiscal year, the Group Companies’ projected profit and loss statement, available periodically and at such other times as requested by the Investor with reasonable noticebalance sheet, cash flow statement, and, if applicable, segment information for consultation with the Investor, its Affiliates or its or their designated Representative with respect to matters relating to the business and affairs each of the Company and following two (2) years after the other Group Companiesnext fiscal year. (b) The Company agrees to (and the Founder shall cause the Company to) consider, in good faith, the recommendations of the Investor, its Affiliates or its or their or their respective designated Representatives in connection with the matters on which they are consulted as described above. (c) Notwithstanding anything to the contrary herein, this Section 5.05 shall be without prejudice and shall not limit the rights of the Investor Parties set forth elsewhere in this Agreement, including under Section 5.01.