Information Rights and Access. Subject to compliance with anti-trust Laws, the Company shall provide to the BAT Shareholder (or such other member of the BAT Group that so requests): (1) any financial or other information relating to the Company, its Subsidiaries and their respective businesses and operations; and (2) reasonable access to the books, records, properties, employees and management of the Company and its Subsidiaries during normal business hours, upon reasonable advance notice, and without causing undue interference to the operation of the Company’s and its Subsidiaries’ business in the Ordinary Course), in each case, as is necessary or reasonably required by the BAT Group in order to: (a) comply with the legal, regulatory and/or tax obligations, returns or filings of the BAT Group; (b) review the use by the Company and its Subsidiaries of the Allocated Investment Proceeds; and (c) review the Company’s and its Subsidiaries’ compliance with the Product Development Collaboration Budget, the Original Subscription Agreement and the Additional Subscription Agreement. Without limiting the generality of the foregoing, the Company shall and shall cause its Subsidiaries to: (i) maintain at all times complete and accurate records relating to (A) the segregated bank accounts in which the Allocated Investment Proceeds are held and (B) the use by the Company and its Subsidiaries of the Allocated Investment Proceeds; and (ii) provide to the BAT Shareholder (or such other member of the BAT Group that so requests) all documents (including bank statements, invoices, receipts, and other books and records), information and explanations relating to such segregated bank accounts and use of the Allocated Investment Proceeds by the Company and its Subsidiaries as may be reasonably requested from time to time.
Information Rights and Access. (a) From and after the date hereof, the Company shall (and shall cause each of its Subsidiaries, Representatives and Affiliates to) afford to the Investor, its Affiliates and their respective Representatives reasonable access, upon reasonable notice during normal business hours and in such manner as will not unreasonably interfere with the conduct of the Companies’ respective businesses, to their respective facilities, properties, books, contracts, commitments, records (including information regarding any pending or threatened Proceeding to which any of the Companies is, or reasonably expects to be, a party), key personnel, officers, independent accountants and legal counsel. The Company shall use all commercially reasonable efforts to cause its lessors to cooperate with the Investor, its Affiliates and their respective Representatives in connection with the transactions contemplated by this Agreement.
(b) From and after the Auction Termination Date, if this Agreement is the Successful Proposal, the Company shall send or otherwise make available to the Investor, within two Business Days after each meeting of the Board, all written materials sent to Board members by, or on behalf of, the Company.
(c) Notwithstanding anything to the contrary herein, the Company shall not be required to deliver to the Investor any information or materials that the Company determines in good faith, in its sole discretion, (i) are subject to a claim of legal privilege, (ii) relate to the relationship or agreements between the Investor and any of the Companies or (iii) would result in a violation of applicable Law.
(d) Any information and materials made available to the Investor and its Representatives by the Company and its Representatives under this Agreement, including pursuant to Section 6.01 and Section 6.04, are to be held by the Investor and its Representatives in strict confidence, in accordance with the terms of the Mutual Confidentiality and Non-Disclosure Agreement dated as of April 27, 2009, to which the Investor and the Company are parties.
(e) The Company and the Investor agree that, in the event of any disclosure of privileged and confidential information by the Companies to the Investor, the Companies and the Investor have a joint and common interest and accordingly such disclosure shall not constitute waiver of any applicable privilege or publication of any confidence.
Information Rights and Access. (a) From and after the date hereof, the Company shall (and shall cause each of its Subsidiaries, Representatives and Affiliates to) afford to the Investor, its Affiliates and their respective Representatives reasonable access, upon reasonable notice during normal business hours and in such manner as will not unreasonably interfere with the conduct of the Company and its Subsidiaries’ respective businesses, to their respective facilities, properties, books, contracts, commitments, records (including information regarding any pending or threatened Proceeding to which the Company or any of its Subsidiaries is, or reasonably expects to be, a party), key personnel, officers, independent accountants and legal counsel.
(b) The Company shall send or otherwise make available to the Investor, within three Business Days after each meeting of the Board, all written materials sent to Board members by, or on behalf of, the Company.
(c) Notwithstanding anything to the contrary herein, the Company shall not be required to deliver to the Investor any information or materials that the Company determines in good faith, in its sole discretion, (i) are subject to a claim of legal privilege, (ii) relate to the relationship or agreements between the Investor and the Company, including, but not limited to this Agreement and the other Transaction Documents; for the avoidance of doubt, the Company shall not be required to deliver to the Investor any information or materials provided to the Board (x) in connection with an Alternative Transaction or (y) otherwise in connection with the Board’s consideration of the Company’s rights and remedies pursuant to this Agreement, or (iii) would result in a violation of applicable Law.
(d) Any information and materials made available to the Investor and its Representatives by the Company and its Representatives under this Agreement, including pursuant to Section 6.01 and Section 6.04, are to be held by the Investor and its Representatives in strict confidence, in accordance with the terms of the Non-Disclosure Agreement dated as of January 19, 2010, to which the Investor and the Company are parties.
(e) The Company and the Investor agree that, in the event of any disclosure of privileged and confidential information by the Company to the Investor, the Company and the Investor have a joint and common interest and accordingly such disclosure shall not constitute waiver of any applicable privilege or publication of any confidence.
Information Rights and Access. Upon reasonable notice and subject to the terms of the Confidentiality Agreements, from and after the date hereof, the Company shall, and shall cause each of the Company’s subsidiaries, representatives and affiliates to, afford to the Parent, its affiliates and their respective representatives reasonable access, upon reasonable notice during normal business hours and in such manner as will not unreasonably interfere with the conduct of the Company and its subsidiaries’ respective businesses, to their respective facilities, properties, books, contracts, commitments, records (including information regarding any pending or threatened Proceeding to which any of the Company or any of its subsidiaries are, or reasonably expect to be, a party), key personnel, officers, independent accountants and legal counsel; provided, however, that such access shall only be provided to the extent that such access would not violate applicable Law; and provided, further, that the foregoing shall not require the Company (a) to permit any inspection, or to disclose any information, that violates any of the Company’s obligations with respect to confidentiality if the Company shall have used commercially reasonable efforts to obtain the consent of such third Person to such inspection or disclosure, (b) to disclose any privileged information of the Company or any subsidiary of the Company (provided that the Company shall use its reasonable best efforts to enter into a joint defense or similar agreement to prevent the loss of any such privilege), or (c) to permit invasive testing of any real property of the Company or any of the subsidiaries of the Company. All requests for information made pursuant to this Section 4.3 shall be directed to the Company’s General Counsel. In no event shall the Company be required to supply to the Parent, or the Parent’s officers, employees, accountants, counsel or other representatives, any information relating to indications of interest from, or discussions with, any other potential acquirors of the Company. In the event this Agreement is terminated for any reason, the Parent shall, in accordance with the terms of the Confidentiality Agreements, return or destroy, or cause to be returned or destroyed, all nonpublic information obtained from the Company or any of the subsidiaries of the Company and any copies made of such documents for the Parent.
Information Rights and Access. For so long as a Shareholder owns, together with the shares of Common Stock owned by its Affiliate Transferees and Fund Distributees, in the aggregate at least 10% of the then outstanding shares of Common Stock:
(a) Holding will provide to such Shareholder and its Affiliate Transferees true and correct copies of all quarterly and annual financial reports and budgets prepared by or on behalf of Holding and its Subsidiaries, and such other documents, reports, financial data and other information as such Shareholder may reasonably request; and
(b) Holding will permit any authorized representatives designated by such Shareholder to visit and inspect any of the properties of Holding or any of its Subsidiaries, including its and their books of account (and to make copies and take extracts therefrom), and to discuss its and their affairs, finances and accounts with its and their officers and their current and prior independent public accountants (and by this provision Holding authorizes such accountants to discuss with such representatives the affairs, finances and accounts of Holding and its Subsidiaries, whether or not a representative of Holding is present), all at such reasonable times and as often as such Shareholder may reasonably request.
Information Rights and Access. This section describes the information management principles and practices under which the Agreement will operate.
Information Rights and Access. Subject to compliance with anti-trust Laws, the Company shall provide to the Security Holder (or such other member of the BAT Group that so requests): (1) any financial or other information relating to the Company, its Subsidiaries and their respective businesses and operations; and (2) reasonable access to the books, records, properties, employees and management of the Company and its Subsidiaries during normal business hours, upon reasonable advance notice, and without causing undue interference to the operation of the Company’s and its Subsidiaries’ business in the Ordinary Course, in each case, as is necessary or reasonably required by the BAT Group in order to: (a) comply with the legal, regulatory and/or tax obligations, returns or filings of the BAT Group; (b) review the Company’s and its Subsidiaries’ compliance with the Transaction Agreements and (c) conduct reasonable due diligence on the Company and its Subsidiaries prior to and in connection with any conversion (in whole or in part) of the Convertible Debenture to Common Shares. Notwithstanding the foregoing, in no situation shall the Company be required to disclose to the Security Holder any information that (i) could adversely affect the attorney-client privilege between the Company and its counsel or (ii) that the Company has reasonably determined could not be provided to a Director Nominee because of conflict of interest concerns.
Information Rights and Access. Section 6.02.
Information Rights and Access. The Holder shall have the right to information, reports and access rights set forth in the Note and Warrant Purchase Agreement, even after the repayment of the obligations set forth in the Note and Warrant Purchase Agreement.
Information Rights and Access. The Trust will keep your information secure and confidential at all times. The General Data Protection Regulation (GDPR) and the Data Protection Act 2018 state that personal data must be processed lawfully, fairly and in a transparent manner. This applies to all personal information we hold about you, whether on paper or electronically. As a Trust, we ensure that you: • Are always informed about what personal information we collect about you; • Understand the reasons for us collecting and using your personal information; • Are given opportunity to consent or opt-out of your information being collected or used when appropriate; • Feel confident about how we handle your information; • Are aware of your rights in relation to your information, including your right of access. You can find further guidance about how we use your information and your information rights in our leaflet, ‘How We Use Your Health Records’, which is available in clinical areas, and via our Trust privacy notice, which can be found on our website: xxxxx://xxx.xxxx.xxx.xx/privacy-notice-for-our- service-users/ The Patient Relations Team provides confidential on the spot advice, information and support to patients, relatives, friends and carers. We will do our best to help you to resolve any concerns you may have about the care you received. We can also give you information on the services provided by the Trust. If you have a concern or there is a problem, the best way to get it resolved is usually to tell someone there and then. If you are on a xxxx, talk to the sister or charge nurse on duty, in a clinic, talk to the receptionist or one of the nursing staff. If you want to talk to a senior manager or to someone who has not been directly involved in your care and treatment, we can usually arrange this during office hours. You can also ask to speak to a member of the Patient Relations Team. Staff in any xxxx or department will be able to contact a member of the team for you, or you can telephone 00000 000000 or 00000 000000. The Patient Relations Team is open Monday to Friday, 9am to 5pm. Outside of these hours there is an answer-phone service. If you wish to make a formal complaint you can telephone or write to: The Patient Relations Manager Blackpool Teaching Hospital NHS Foundation Trust Whinney Heys Road Blackpool FY3 8NR Your views of the service that we provide are important. You can also let us know how you feel by posting your comments on the Patient Opinion website. You can access ...
