Portfolio Company Information. For so long as BCP directly or indirectly owns equity in any of the Alight Parties and continues to have a reporting obligation with respect thereto, either to investors or to governmental authorities, in order to facilitate (i) Blackstone’s compliance with legal and regulatory requirements applicable to the beneficial ownership by BCP and its affiliates of equity securities of the Company, and (ii) BMP’s oversight of BCP’s investment in the Company, the Company agrees promptly to provide each of BCP and BMP with such information concerning the Company, including its finances and operations, as BMP or BCP may from time to time request. In furtherance of the foregoing, the Company agrees to provide each of BCP and BMP, in addition to other information that might be requested by BCP or BMP from time to time, (i) direct access to the Company’s auditors and officers, (ii) the ability to link Blackstone’s systems into the Company’s general ledger and other systems in order to enable BCP and BMP to retrieve data on a “real-time” basis, (iii) quarter-end reports, in a format to be prescribed by BMP, to be provided within 30 days after the end of each quarter, (iv) the right to visit and inspect any of the offices and properties of the Company and its subsidiaries and inspect the books and records of the Company and its subsidiaries, (v) copies of all materials provided to the Company’s board of directors (or equivalent governing body) at the same time as provided to the directors (or their equivalent) of the Company, (vi) access to appropriate officers and directors of the Alight Parties at such times as may be requested by BCP or BMP, as the case may be, for consultation with each of BCP and BMP with respect to matters relating to the business and affairs of the Alight Parties and their respective subsidiaries, (vii) information in advance with respect to any significant corporate actions, including, without limitation, extraordinary dividends, mergers, acquisitions or dispositions of assets, issuances of significant amounts of debt or equity and material amendments to the certificate of incorporation or by laws of the Alight Parties or any of their respective subsidiaries, and to provide each of BCP and BMP, respectively, with the right to consult with the Alight Parties and their respective subsidiaries with respect to such actions, and (viii) flash data, in a format to be prescribed by BMP, to be provided within ten days after the end of each quarter (all such information so furnished, the “Information”). Each of the Alight Parties agrees to consider, in good faith, the recommendations of each of BCP and BMP in connection with the matters on which such Alight Party is consulted as described above. Each of the Alight Parties recognizes and confirms that BMP (a) will use and rely primarily on the Information and on information available from generally recognized public sources in performing the Ops Support and any other services contemplated by this Agreement or any other agreement with the Company without having independently verified the same, (b) does not assume responsibility for the accuracy or completeness of the Information and such other information and (c) is entitled to rely upon the Information without independent verification.
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Samples: Support and Services Agreement (Alight Inc. / DE), Support and Services Agreement (Alight Inc. / DE)
Portfolio Company Information. Except as otherwise provided in the shareholders agreement between Holdco and its shareholders, For so long as BCP directly or indirectly owns equity in any of Holdco or the Alight Parties Company and continues to have a reporting obligation with respect thereto, either to investors or to governmental authorities, in order to facilitate (i) Blackstone’s compliance with legal and regulatory requirements applicable to the beneficial ownership by BCP and its affiliates of equity securities of Holdco or the Company, and (ii) BMP’s oversight of BCP’s investment in Holdco and the Company, each of Holdco and the Company agrees promptly to provide each of BCP and BMP with such information concerning the Companyit, including its finances and operations, as BMP or BCP may from time to time request. In furtherance of the foregoing, the each of Holdco and the Company agrees to provide each of BCP and BMP, in addition to other information that might be requested by BCP or BMP from time to time, (i) direct access to the Company’s its auditors and officers, (ii) the ability to link Blackstone’s systems into the Company’s its general ledger and other systems in order to enable BCP and BMP to retrieve data on a “real-time” basis, (iii) quarter-end reports, in a format to be prescribed by BMP, to be provided within 30 days after the end of each quarter, (iv) the right to visit and inspect any of the offices and properties of the Company it and its subsidiaries and inspect the books and records of the Company it and its subsidiaries, (v) copies of all materials provided to the Company’s its board of directors (or equivalent governing body) at the same time as provided to the directors (or their equivalent) of the Companyit, (vi) access to appropriate officers and directors of Holdco and the Alight Parties Company at such times as may be requested by BCP or BMP, as the case may be, for consultation with each of BCP and BMP with respect to matters relating to the business and affairs of Holdco, the Alight Parties Company and their respective subsidiaries, (vii) information in advance with respect to any significant corporate actions, including, without limitation, extraordinary dividends, mergers, acquisitions or dispositions of assets, issuances of significant amounts of debt or equity and material amendments to the certificate of incorporation or by laws of Holdco, the Alight Parties Company or any of their respective subsidiaries, and to provide each of BCP and BMP, respectively, with the right to consult with Holdco, the Alight Parties Company and their respective subsidiaries with respect to such actions, and (viii) flash data, in a format to be prescribed by BMP, to be provided within ten days after the end of each quarter (all such information so furnished, the “Information”). Each of Holdco and the Alight Parties Company each agrees to consider, in good faith, the recommendations of each of BCP and BMP in connection with the matters on which such Alight Party Holdco or the Company (as the case may be) is consulted as described above. Each of Holdco and the Alight Parties Company each recognizes and confirms that BMP (a) will use and rely primarily on the Information and on information available from generally recognized public sources in performing the Ops Support and any other services contemplated by this Agreement or any other agreement with Holdco and/or the Company without having independently verified the same, (b) does not assume responsibility for the accuracy or completeness of the Information and such other information and (c) is entitled to rely upon the Information without independent verification.
Appears in 2 contracts
Samples: Support and Services Agreement (TaskUs, Inc.), Support and Services Agreement (TaskUs, Inc.)
Portfolio Company Information. For so long as BCP BBH directly or indirectly owns equity in any of Parent or the Alight Parties Company and continues to have a reporting obligation with respect thereto, either to investors or to governmental authorities, in order to facilitate (i) Blackstone’s compliance with legal and regulatory requirements applicable to the beneficial ownership by BCP BBH and its affiliates of equity securities of the Company, and (ii) BMPBBH’s oversight of BCP’s its investment in the Company, the Company agrees promptly to provide each of BCP and BMP BBH with such information concerning the Company, including its finances and operations, as BMP or BCP BBH may from time to time request. In furtherance of the foregoing, the Company agrees to provide each of BCP and BMPBBH, in addition to other information that might be requested by BCP or BMP BBH from time to time, (i) direct access to the Company’s auditors and officers, (ii) the ability to link Blackstone’s systems into the Company’s general ledger and other systems in order to enable BCP and BMP BBH to retrieve data on a “real-time” basis, (iii) quarter-end reports, in a format to be prescribed by BMPBBH, to be provided within 30 days after the end of each quarter, (iv) the right to visit and inspect any of the offices and properties of the Company and its subsidiaries and inspect the books and records of the Company and its subsidiaries, (v) copies of all materials provided to the Company’s board of directors (or equivalent governing body) at the same time as provided to the directors (or their equivalent) of the Company, (vi) access to appropriate officers and directors of Parent and the Alight Parties Company at such times as may be requested by BCP or BMP, as the case may be, BBH for consultation with each of BCP and BMP BBH with respect to matters relating to the business and affairs of Parent, the Alight Parties Company and their respective subsidiaries, (vii) information in advance with respect to any significant corporate actions, including, without limitation, extraordinary dividends, mergers, acquisitions or dispositions of assets, issuances of significant amounts of debt or equity and material amendments to the certificate of incorporation or by laws of Parent, the Alight Parties Company or any of their respective subsidiaries, and to provide each of BCP and BMP, respectively, BBH with the right to consult with Parent, the Alight Parties Company and their respective subsidiaries with respect to such actions, and (viii) flash data, in a format to be prescribed by BMPBBH, to be provided within ten days after the end of each quarter (all such information so furnished, the “Information”). Each of Parent and the Alight Parties Company each agrees to consider, in good faith, the recommendations of each of BCP and BMP BBH in connection with the matters on which such Alight Party Parent or the Company is consulted as described above. Each of Parent and the Alight Parties Company each recognizes and confirms that BMP BBH (a) will use and rely primarily on the Information and on information available from generally recognized public sources in performing the Ops Support and any other services contemplated by this Agreement or any other agreement with the Company without having independently verified the same, (b) does not assume responsibility for the accuracy or completeness of the Information and such other information and (c) is entitled to rely upon the Information without independent verification.
Appears in 1 contract
Portfolio Company Information. For so long as BCP directly or indirectly owns equity in any of the Alight Company Parties and continues to have a reporting obligation with respect thereto, either to investors or to governmental authorities, in order to facilitate (i) Blackstone’s compliance with legal and regulatory requirements applicable to the beneficial ownership by BCP and its affiliates of equity securities of the Company, and (ii) BMP’s oversight of BCP’s investment in the Company, the Company agrees promptly to provide each of BCP and BMP with such information concerning the Company, including its finances and operations, as BMP or BCP may from time to time request. In furtherance of the foregoing, the Company agrees to provide each of BCP and BMP, in addition to other information that might be requested by BCP or BMP from time to time, (i) direct access to the Company’s auditors and officers, (ii) the ability to link Blackstone’s systems into the Company’s general ledger and other systems in order to enable BCP and BMP to retrieve data on a “real-time” basis, (iii) quarter-end reports, in a format to be prescribed by BMP, to be provided within 30 days after the end of each quarter, (iv) the right to visit and inspect any of the offices and properties of the Company and its subsidiaries and inspect the books and records of the Company and its subsidiaries, (v) copies of all materials provided to the Company’s any Company Parties’ board of directors (or equivalent governing body) at the same time as provided to the directors (or their equivalent) of the Company, (vi) access to appropriate officers and directors of the Alight Company Parties at such times as may be requested by BCP or BMP, as the case may be, for consultation with each of BCP and BMP with respect to matters relating to the business and affairs of the Alight Company Parties and their respective subsidiaries, (vii) information in advance with respect to any significant corporate actions, including, without limitation, extraordinary dividends, mergers, acquisitions or dispositions of assets, issuances of significant amounts of debt or equity and material amendments to the certificate of incorporation or by laws of the Alight Company Parties or any of their respective subsidiaries, and to provide each of BCP and BMP, respectively, with the right to consult with the Alight Company Parties and their respective subsidiaries with respect to such actions; provided that, to the extent such information constitutes material non-public information, each of BCP, BMP, the Company Parties and their respective subsidiaries will keep such information confidential, and (viii) flash data, in a format to be prescribed by BMP, to be provided within ten days after the end of each quarter (all such information so furnished, the “Information”). Each of the Alight Company Parties agrees to consider, in good faith, the recommendations of each of BCP and BMP in connection with the matters on which such Alight Company Party is consulted as described above. Each of the Alight Company Parties recognizes and confirms that BMP (a) will use and rely primarily on the Information and on information available from generally recognized public sources in performing the Monitoring Services, the Ops Support and any other services contemplated by this Agreement or any other agreement with the Company without having independently verified the same, (b) does not assume responsibility for the accuracy or completeness of the Information and such other information and (c) is entitled to rely upon the Information without independent verification.
Appears in 1 contract
Samples: Support and Services Agreement (Mosaic Acquisition Corp.)