Common use of Inspection and Access to Information Clause in Contracts

Inspection and Access to Information. During the period commencing on the date hereof and ending on the Closing Date, upon reasonable request, with reasonable advance notice and during normal business hours, each Seller shall (and shall cause the officers, directors, employees, auditors, consultants, representatives, and agents of the Sellers to) (i) provide the Purchaser and its accountants, financing sources, lenders, investment bankers, counsel, and environmental consultants reasonable access to the Facilities, the Assets, the Key Business Employees, the executive officers of the Sellers responsible for the Business, the Assumed Contracts and the books, records and other information (including property Tax Returns filed and those in preparation) related to the Business, the Facilities, the Assets or the Assumed Liabilities, (ii) furnish to the Purchaser and its authorized representatives, promptly upon reasonable request therefor, any and all financial, technical, environmental, and operating data and other information pertaining to the Business, the Facilities, the Assets or the Assumed Liabilities and (iii) reasonably cooperate with the Purchaser so that the Purchaser may obtain information concerning the Business, the Facilities, the Assets and the Assumed Liabilities from Governmental Entities; provided, however, that (v) the Purchaser shall observe, and shall cause those granted access through the Purchaser to observe, the restrictions regarding Huntsman Confidential Information set forth in the Confidentiality Agreement and any other existing confidentiality restrictions binding on the Sellers of which the Sellers make the Purchaser aware, (x) the Purchaser may not conduct invasive or destructive sampling or testing, (y) the inspection and access rights described in this Section 6.2 shall be subject to compliance with the Sellers’ safety rules and (z) in the case of “Highly Sensitive Information” (as defined in the Confidentiality Agreement), such inspection and access rights shall be subject to compliance with the Confidentiality Agreement and for the avoidance of doubt, exercisable only by the individual Persons signatory thereto. With respect to any claims by the Purchaser’s representatives or employees arising from the access contemplated in this Section 6.2, the Purchaser shall indemnify the Sellers for any such claims to the extent such claims are caused by the Purchaser or the Purchaser’s employees or representatives, and the Sellers shall indemnify the Purchaser for any such claims to the extent they are caused by the Sellers or the Sellers’ employees or representatives.

Inspection and Access to Information. During the period commencing on the date hereof and ending on the Closing Date, upon reasonable requestthe Shareholder will, with reasonable advance notice and during normal business hourswill cause the Company, each Seller shall (Subsidiary and shall cause the their respective officers, directors, employees, auditors, consultants, representatives, auditors and agents of the Sellers to) : (ia) provide the Purchaser and its accountants, financing sources, lenders, investment bankers, counsel, and environmental consultants and other Representatives reasonable access to the Facilitiesany and all of its premises, the Assetsemployees (including executive officers), the Key Business Employeesproperties, the executive officers of the Sellers responsible for the Businesscontracts, the Assumed Contracts and the commitments, books, records and other information (including property Tax Returns filed and those in preparation); (b) related shall cause the Company’s officers to the Business, the Facilities, the Assets or the Assumed Liabilities, (ii) furnish to the Purchaser and its authorized representativesRepresentatives, promptly upon reasonable request therefor, any and all financial, technical, environmental, technical and operating data and other information pertaining to the Business, the Facilities, the Assets Company or the Assumed Liabilities any Subsidiary; and (iiic) reasonably otherwise fully cooperate with the Purchaser so that conduct of due diligence by the Purchaser may obtain information concerning the Business, the Facilities, the Assets and the Assumed Liabilities from Governmental Entitiesits Representatives; provided, however, that (v) any such investigation shall be conducted during normal business hours upon reasonable advance notice to the Shareholder, under the supervision of the Company’s personnel and in such a manner so as not to interfere with the normal operations of the Company and its Subsidiaries. All requests by the Purchaser shall observe, and shall cause those granted for access through the Purchaser pursuant to observe, the restrictions regarding Huntsman Confidential Information set forth in the Confidentiality Agreement and any other existing confidentiality restrictions binding on the Sellers of which the Sellers make the Purchaser aware, (x) the Purchaser may not conduct invasive or destructive sampling or testing, (y) the inspection and access rights described in this Section 6.2 shall be subject submitted or directed exclusively to compliance with Xxxxxx X. Xxxxxxxx, Vice President and General Counsel of the Sellers’ safety rules and Shareholder, or such other individual as the Shareholder may designate in writing from time to time. Notwithstanding anything to the contrary in this Agreement, neither the Shareholder nor the Company shall be required to disclose any information to the Purchaser if such disclosure would, in the Shareholder’s sole discretion: (zx) in the case reasonable opinion of “Highly Sensitive Information” counsel, jeopardize any attorney-client or other privilege; or (y) contravene any applicable Law, fiduciary duty or binding agreement entered into before the date of this Agreement (provided that the Shareholder will use commercially reasonable efforts to make appropriate substitute disclosure arrangements as defined requested by the Purchaser, or seek appropriate waivers or consents, under circumstances in which the Confidentiality Agreementrestrictions of this sentence apply). Before the Closing, such inspection without the prior written consent of the Shareholder, which may be withheld for any reason, the Purchaser may not perform invasive or subsurface investigations of the Company Real Property. The Purchaser shall not contact any suppliers to, or customers of, the Company or any Subsidiary regarding the Acquisition without providing prior written notice to the Shareholder (in this instance, including notice by email or other written form). The Purchaser shall, and access rights shall be subject to compliance with cause its Representatives to, abide by the terms of the Confidentiality Agreement and for the avoidance of doubt, exercisable only by the individual Persons signatory thereto. With with respect to any claims by the Purchaser’s representatives access or employees arising from the access contemplated in information provided pursuant to this Section 6.2, the Purchaser shall indemnify the Sellers for any such claims to the extent such claims are caused by the Purchaser or the Purchaser’s employees or representatives, and the Sellers shall indemnify the Purchaser for any such claims to the extent they are caused by the Sellers or the Sellers’ employees or representatives.

Inspection and Access to Information. (a) During the period commencing on the date hereof and ending on the earlier of (i) the Closing DateDate and (ii) the date on which this Agreement is terminated pursuant to Article 9, Sellers shall (and shall cause their respective officers, directors, managers, employees, auditors and agents to), upon reasonable requestadvance notice, provide Purchaser and its authorized representatives with reasonable advance notice and access, during normal business hours, each Seller shall (and shall cause the officers, directors, employees, auditors, consultants, representatives, and agents of the Sellers to) (i) provide the Purchaser and its accountants, financing sources, lenders, investment bankers, counsel, and environmental consultants reasonable access to the FacilitiesDesignated Executives and Xxxx Xxxxxxxxx and books and records of Sellers, provided that such access shall not unreasonably disrupt the Assetsoperations of Seller, the Key Business Employees, the executive officers of the Sellers responsible for the Business, the Assumed Contracts and the books, records and other information (including property Tax Returns filed and those in preparation) related to the Business, the Facilities, the Assets or the Assumed Liabilities, (ii) furnish to the Purchaser and its authorized representatives, promptly upon reasonable request therefor, any and all financial, technical, environmental, technical and operating data and other information pertaining to Sellers and the BusinessBusiness reasonably requested by Purchaser and otherwise cooperate with the conduct of due diligence by Purchaser and its representatives. Upon Sellers’ prior written consent, Sellers shall provide Purchaser and its authorized representatives with reasonable access, during normal business hours, to the Facilitiesoffices, personnel and properties of Sellers. Notwithstanding anything to the Assets contrary contained in this Agreement, Sellers shall not be required to provide (i) any information or access that Sellers reasonably believe, after consultation with legal counsel, could violate applicable Law, including antitrust Laws, or the Assumed Liabilities terms of any confidentiality agreement or confidentiality provision in any Contract (provided that Sellers will use commercially reasonable efforts to cause the other party to such Contract to waive the application of such confidentiality agreement or confidentiality provision to such disclosure), (ii) any information relating to any offers or indications of interest received by Sellers or their respective Affiliates or representatives from any Person other than Purchaser to acquire the Business or the Purchased Assets, or any communications between Sellers or their respective Affiliates or representatives on the one hand and any such other Person on the other hand relating to such offers or indications of interest or the transactions contemplated thereby (it being understood that Sellers may retain all such documents, information and communications, which shall be the sole property of Sellers at all times prior to and after the Closing), (iii) reasonably cooperate with the Purchaser so that the Purchaser may obtain information concerning the Business, the Facilities, the Assets and the Assumed Liabilities from Governmental Entities; provided, however, that (v) the Purchaser shall observe, and shall cause those granted access through the Purchaser to observe, the restrictions regarding Huntsman Confidential Information set forth in the Confidentiality Agreement and any other existing confidentiality restrictions binding on the Sellers of which the Sellers make the Purchaser aware, (x) the Purchaser may not conduct invasive work papers or destructive sampling or testing, (y) the inspection and access rights described in this Section 6.2 shall be subject to compliance with the Sellers’ safety rules and (z) in the case of “Highly Sensitive Information” (as defined in the Confidentiality Agreement), such inspection and access rights shall be subject to compliance with the Confidentiality Agreement and for the avoidance of doubt, exercisable only similar materials prepared by the individual Persons signatory thereto. With respect to any claims by the Purchaser’s representatives independent public accountants of Sellers or employees arising from the access contemplated in this Section 6.2their respective Affiliates, the Purchaser shall indemnify the Sellers for any such claims except to the extent that such claims accountants agree to provide access to such work papers or similar materials upon such terms and conditions as shall be determined by such accountants in their sole discretion (it being understood that Sellers shall use commercially reasonable efforts to facilitate such access), and (iv) any documents or information that are caused protected by the Purchaser attorney-client privilege or the Purchaser’s employees or representatives, and the Sellers shall indemnify the Purchaser for any such claims work product doctrines to the extent they are caused by the Sellers determine in their reasonable discretion that providing copies or the Sellers’ employees access to such documents or representativesinformation could give rise to a possible waiver of such privilege or doctrine.

Inspection and Access to Information. During the period commencing that commenced on the date hereof Original APA Date and ending will end on either the Polymers Closing Date or the Base Chemicals Closing Date, as the case may be, upon reasonable request, with reasonable advance notice and notice, during normal business hourshours and consistent with applicable Law, each Seller shall (and shall cause the officers, directors, employees, auditors, consultants, representatives, and agents of the Sellers to) (i) provide the Purchaser and its accountants, financing sources, lenders, investment bankers, counsel, and environmental consultants reasonable access to the Facilities, Facilities and other Assets (including allowing operations personnel of the Assets, Purchaser to remain on-site full-time with open access to the Key Business EmployeesFacilities located at the Port Xxxxxx Site and the Odessa Site), the executive officers of the Sellers responsible for the Business, the Assumed Contracts and the books, records and other information (including property Tax Returns filed and those in preparation) related to the Business, the FacilitiesFacilities and other Assets, the Assets or the Assumed Liabilities, (ii) to the extent permitted by any applicable contractual restrictions, furnish to the Purchaser and its authorized representatives, promptly upon reasonable request therefor, any and all financial, technical, environmental, operating data, customer and operating data supplier information including payment history and payment terms and other information pertaining to the Business, the FacilitiesFacilities and other Assets, the Assets or the Assumed Liabilities and (iii) reasonably cooperate with the Purchaser so that the Purchaser may obtain information concerning the Business, the FacilitiesFacilities and other Assets, the Assets and the Assumed Liabilities from Governmental Entities; provided, however, that (vA) the Purchaser shall observe, and shall cause those granted access through the Purchaser to observe, the restrictions regarding Huntsman Confidential Information set forth in the Confidentiality Agreement and any other existing confidentiality restrictions binding on the Sellers of which the Sellers make the Purchaser aware, (xB) the Purchaser may not conduct invasive or destructive sampling or testing, (yC) the inspection and access rights described in this Section 6.2 shall be subject to compliance with the Sellers’ safety rules rules, and (zD) in the case of “Highly Sensitive Information” (as defined in the Confidentiality Agreement), such inspection and access rights Sellers shall not be subject obligated to compliance with the Confidentiality Agreement and for the avoidance of doubt, exercisable only share information covered by the individual Persons signatory theretoattorney-client, work product or any other legal privilege. With respect to any claims by the Purchaser’s representatives or employees arising from the access contemplated in this Section 6.2, the Purchaser shall indemnify and hold harmless the Sellers Seller Indemnified Parties for any such claims to the extent such claims are caused by the Purchaser or the Purchaser’s employees or representatives, and the Sellers shall indemnify and hold harmless the Purchaser Indemnified Parties for any such claims to the extent they are caused by the Sellers or the Sellers’ employees or representatives.

Inspection and Access to Information. During the period commencing on Subject to Applicable Laws, from the date hereof and ending on until the earlier of the Closing DateDate or the termination of this Agreement pursuant to Article VIII, upon reasonable requestthe Company will, with reasonable advance notice and during normal business hours, each Seller shall (will cause its Subsidiaries and shall cause the its officers, directors, stockholders, employees, auditors, consultants, representatives, auditors and agents of the Sellers to) (i) , provide the Purchaser Parent and its accountants, financing sourcesinvestment bankers, lenders, investment bankers, counsel, consultants and environmental consultants other authorized representatives full access, during reasonable access hours and under reasonable circumstances, to such premises, employees, books and records and properties of the FacilitiesCompany and its Subsidiaries as Parent may reasonably request, including all monthly and quarterly balance sheets and statements of income and cash flows of the AssetsCompany and its Subsidiaries, and will cause the Key Business Employees, the executive officers of the Sellers responsible for the Business, the Assumed Contracts Company and the books, records and other information (including property Tax Returns filed and those in preparation) related its Subsidiaries to the Business, the Facilities, the Assets or the Assumed Liabilities, (ii) furnish to the Purchaser Parent and its authorized representatives, promptly upon reasonable request therefor, any and all financial, technical, environmental, technical and operating data and other information pertaining to the Business, the Facilities, the Assets or the Assumed Liabilities Company and (iii) its Subsidiaries and otherwise reasonably cooperate with the Purchaser so conduct of due diligence by Parent and its authorized representatives; provided that such access shall not unreasonably disrupt the operations of the Company or any of its Subsidiaries; and provided further that the Purchaser may obtain information concerning foregoing shall not require the BusinessCompany or any of its Subsidiaries (a) to permit any inspection, the Facilities, the Assets and the Assumed Liabilities from Governmental Entities; provided, howeveror to disclose any information, that (v) the Purchaser shall observe, and shall cause those granted access through the Purchaser to observe, the restrictions regarding Huntsman Confidential Information set forth in the Confidentiality Agreement and reasonable judgment of the Company would result in the disclosure of any other existing confidentiality restrictions binding on trade secret or violate any Applicable Laws (including antitrust laws of the Sellers United States) or any of which the Sellers make the Purchaser awareits obligations with respect to confidentiality, (xb) to disclose any privileged information of the Purchaser may not Company or any of its Subsidiaries in a manner that is reasonably expected to result in the loss of such privilege or (c) to permit or allow Parent to conduct any form of Phase II Environmental Site Assessment or other invasive environmental test or destructive sampling procedure, involving any properties or testingfacilities of the Company or any of it Subsidiaries; provided that, (y) the inspection and access rights described in this Section 6.2 shall be subject to compliance with the Sellers’ safety rules and (z) in the case receipt of “Highly Sensitive Information” (as defined in the Confidentiality Agreement), such inspection and access rights shall be subject to compliance with the Confidentiality Agreement and for the avoidance of doubt, exercisable only by the individual Persons signatory thereto. With respect to any claims by the Purchaser’s representatives or employees arising necessary approvals from the access contemplated in this Section 6.2applicable landowner or landlord, the Purchaser Parent shall indemnify the Sellers for not be restricted from conducting any such claims to assessment, test or procedure at any properties or facilities of the extent such claims Company or any of its Subsidiaries that are caused by the Purchaser identified as Yard Leases on Schedule 4.6(a) or the Purchaser’s employees or representatives, and the Sellers shall indemnify the Purchaser for any such claims to the extent they that are caused by the Sellers or the Sellers’ employees or representativesnot identified on Schedule 4.6(a).

Inspection and Access to Information. During the period commencing on the date hereof and ending on the Closing Date, upon reasonable request, with reasonable advance notice and notice, during normal business hourshours and consistent with applicable Law, each Seller shall (and shall cause the officers, directors, employees, auditors, consultants, representatives, and agents of the Sellers to) (i) provide the Purchaser and its accountants, financing sources, lenders, investment bankers, counsel, and environmental consultants reasonable access to the Facilities, Facilities and other Assets (including allowing operations personnel of the Assets, Purchaser to remain on-site full-time with open access to the Key Business EmployeesFacilities located at the Port Xxxxxx Site and the Odessa Site), the executive officers of the Sellers responsible for the Business, the Assumed Contracts and the books, records and other information (including property Tax Returns filed and those in preparation) related to the Business, the FacilitiesFacilities and other Assets, the Assets or the Assumed Liabilities, (ii) to the extent permitted by any applicable contractual restrictions, furnish to the Purchaser and its authorized representatives, promptly upon reasonable request therefor, any and all financial, technical, environmental, operating data, customer and operating data supplier information including payment history and payment terms and other information pertaining to the Business, the FacilitiesFacilities and other Assets, the Assets or the Assumed Liabilities and (iii) reasonably cooperate with the Purchaser so that the Purchaser may obtain information concerning the Business, the FacilitiesFacilities and other Assets, the Assets and the Assumed Liabilities from Governmental Entities; provided, however, that (vA) the Purchaser shall observe, and shall cause those granted access through the Purchaser to observe, the restrictions regarding Huntsman Confidential Information set forth in the Confidentiality Agreement and any other existing confidentiality restrictions binding on the Sellers of which the Sellers make the Purchaser aware, (xB) the Purchaser may not conduct invasive or destructive sampling or testing, (yC) the inspection and access rights described in this Section 6.2 shall be subject to compliance with the Sellers’ safety rules rules, and (zD) in the case of “Highly Sensitive Information” (as defined in the Confidentiality Agreement), such inspection and access rights Sellers shall not be subject obligated to compliance with the Confidentiality Agreement and for the avoidance of doubt, exercisable only share information covered by the individual Persons signatory theretoattorney-client, work product or any other legal privilege. With respect to any claims by the Purchaser’s representatives or employees arising from the access contemplated in this Section 6.2, the Purchaser shall indemnify and hold harmless the Sellers Seller Indemnified Parties for any such claims to the extent such claims are caused by the Purchaser or the Purchaser’s employees or representatives, and the Sellers shall indemnify and hold harmless the Purchaser Indemnified Parties for any such claims to the extent they are caused by the Sellers or the Sellers’ employees or representatives.