Common use of Provision of Corporate Records Clause in Contracts

Provision of Corporate Records. Other than in circumstances in which indemnification is sought pursuant to ARTICLE V (in which event the provisions of such Article will govern) and without limiting the applicable provisions of ARTICLE V, and subject to appropriate restrictions for classified, privileged or Confidential Information: (a) After the Effective Time, upon the prior written request by Mastech for specific and identified Information which relates to (x) Mastech or the conduct of the Mastech Business, as the case may be, up to the Effective Time, or (y) any Ancillary Agreement to which iGATE and Mastech are parties, iGATE shall provide, as soon as reasonably practicable following the receipt of such request, appropriate copies of such Information (or the originals thereof if the Party making the request has a reasonable need for such originals) in the possession or control of iGATE or any of its Affiliates, but only to the extent such items so relate and are not already in the possession or control of the requesting Party. (b) After the Effective Time, upon the prior written request by iGATE for specific and identified Information which relates to (x) iGATE or the conduct of the iGATE Business up to the Effective Time, or (y) any Ancillary Agreement to which Mastech and iGATE are parties, Mastech shall provide, as soon as reasonably practicable following the receipt of such request, appropriate copies of such Information (or the originals thereof if the Party making the request has a reasonable need for such originals) in the possession or control of Mastech or any of its Affiliates, but only to the extent such items so relate and are not already in the possession or control of the requesting Party.

Provision of Corporate Records. (a) Other than in circumstances in which indemnification is sought pursuant to ARTICLE V Article III (in which event the provisions of such Article will govern) and without limiting ), after the applicable provisions of ARTICLE V, and subject to appropriate restrictions for classified, privileged or Confidential Information: (a) After the Effective TimeDistribution Date, upon the prior written request by Mastech IMS HEALTH for specific and identified Information agreements, documents, books, records or files (collectively, "Records") which relates relate to (x) Mastech IMS HEALTH or the conduct of the Mastech Business, as the case may be, IMS HEALTH Business up to the Effective Time, or (y) any Ancillary Agreement to which iGATE the Corporation and Mastech IMS HEALTH are parties, iGATE as applicable, the Corporation shall providearrange, as soon as reasonably practicable following the receipt of such request, for the provision of appropriate copies of such Information Records (or the originals thereof if the Party party making the request has a reasonable need for such originals) in the possession or control of iGATE the Corporation or any of its AffiliatesSubsidiaries, but only to the extent such items so relate and are not already in the possession or control of the requesting Partyparty. (b) After Other than in circumstances in which indemnification is sought pursuant to Article III (in which event the Effective Timeprovisions of such Article will govern), after the Distribution Date, upon the prior written request by iGATE the Corporation for specific and identified Information Records which relates relate to (x) iGATE the Corporation, NMR or the conduct of the iGATE NMR Business up to the Effective Time, or (y) any Ancillary Agreement to which Mastech IMS HEALTH and iGATE the Corporation are parties, Mastech as applicable, IMS HEALTH shall providearrange, as soon as reasonably practicable following the receipt of such request, for the provision of appropriate copies of such Information Records (or the originals thereof if the Party party making the request has a reasonable need for such originals) in the possession or control of Mastech IMS HEALTH or any of its AffiliatesSubsidiaries, but only to the extent such items so relate and are not already in the possession or control of the requesting Partyparty.

Provision of Corporate Records. (a) Other than in circumstances in which indemnification is sought pursuant to ARTICLE V Article III (in which event the provisions of such Article will govern) and without limiting ), after the applicable provisions of ARTICLE V, and subject to appropriate restrictions for classified, privileged or Confidential Information: (a) After the Effective TimeDistribution Date, upon the prior written request by Mastech ST for specific and identified Information agreements, documents, books, records or files (collectively, "Records") which relates relate to (x) Mastech ST or the conduct of the Mastech Business, as the case may be, ST Business up to the Effective Time, or (y) any Ancillary Agreement to which iGATE IMS and Mastech ST are parties, iGATE as applicable, IMS shall providearrange, as soon as reasonably practicable following the receipt of such request, for the provision of appropriate copies of such Information Records (or the originals thereof if the Party party making the request has a reasonable need for such originals) in the possession or control of iGATE IMS or any of its AffiliatesSubsidiaries, but only to the extent such items so relate and are not already in the possession or control of the requesting Partyparty. (b) After Other than in circumstances in which indemnification is sought pursuant to Article III (in which event the Effective Timeprovisions of such Article will govern), after the Distribution Date, upon the prior written request by iGATE IMS for specific and identified Information Records which relates relate to (x) iGATE IMS or the conduct of the iGATE IMS Business up to the Effective Time, or (y) any Ancillary Agreement to which Mastech ST and iGATE IMS are parties, Mastech as applicable, ST shall providearrange, as soon as reasonably practicable following the receipt of such request, for the provision of appropriate copies of such Information Records (or the originals thereof if the Party party making the request has a reasonable need for such originals) in the possession or control of Mastech ST or any of its AffiliatesSubsidiaries, but only to the extent such items so relate and are not already in the possession or control of the requesting Partyparty.

Provision of Corporate Records. Other than (a) Except as specifically provided in circumstances in which indemnification is sought pursuant to ARTICLE V (in which event the provisions of such Article will govern) and without limiting ), after the applicable provisions of ARTICLE V, and subject to appropriate restrictions for classified, privileged or Confidential Information: (a) After the Effective TimeDistribution Date, upon the prior written request by Mastech a member of the SpinCo Group for specific and identified Information agreements, documents, books, records or files (whether written or electronic) including accounting and financial records (collectively, “Records”) which relates relate to (x) Mastech SpinCo or the conduct of the Mastech Therapeutics Business, as or which SpinCo determines are necessary or advisable in order for SpinCo to prepare its financial statements and any reports or filings to be made with any Governmental Authority, the case may be, up to the Effective Time, or (y) any Ancillary Agreement to which iGATE and Mastech are parties, iGATE Company shall providearrange, as soon as reasonably practicable following the receipt of such request, to provide appropriate copies of such Information Records (or the originals thereof if the Party making the request SpinCo has a reasonable need purpose for such originals) in the possession or control of iGATE or any member of its Affiliatesthe RemainCo Group, but only to the extent such items so relate and are not already in the possession or control of the requesting Party. (b) After Except as specifically provided in ARTICLE V (in which event the Effective Timeprovisions of such Article will govern), after the Distribution Date, upon the prior written request by iGATE a member of the RemainCo Group for specific and identified Information Records which relates relate to (x) iGATE the Company or the conduct of the iGATE Business up to the Effective TimeCGRP Business, or (y) which the Company determines are necessary or advisable in order for the Company to prepare its financial statements and any Ancillary Agreement reports or filings to which Mastech and iGATE are partiesbe made with any Governmental Authority, Mastech SpinCo shall providearrange, as soon as reasonably practicable following the receipt of such request, to provide appropriate copies of such Information Records (or the originals thereof if the Party making the request Company has a reasonable need purpose for such originals) in the possession or control of Mastech or any member of its Affiliatesthe SpinCo Group, but only to the extent such items so relate and are not already in the possession or control of the requesting Party.

Provision of Corporate Records. Other than in circumstances in which indemnification or contribution is sought pursuant to ARTICLE V Article VI (in which event the provisions of such Article will govern) and without limiting or for matters related to provision of Records relating to the applicable Taxes of any member of either Group (in which event the provisions of ARTICLE Vthe Tax Matters Agreement shall govern), and subject to appropriate restrictions for classifiedclassified Information, privileged Privileged Information or Confidential InformationInformation and to any applicable provision of this Agreement, any Ancillary Agreement or the Merger Agreement: (a) After the Effective Time, upon the prior written request by Mastech either Party for specific and identified Information which relates to (x) Mastech such requesting Party (or a member of its Group) or the conduct of the Mastech such Party’s Business, as the case may be, up prior to the Effective Time, or (y) any Ancillary Agreement to which iGATE and Mastech are partiesAgreement, iGATE the other Party shall provide, as soon as reasonably practicable following the receipt of such request, appropriate copies of such Information (or the originals thereof if the requesting Party making the request has a reasonable need for such originals) in the possession or control of iGATE the other Party or any of its Affiliates, but only to the extent such items so relate and are not already in the possession or control of the requesting Party; provided that, to the extent any originals (other than originals that are owned by the requesting Party) are delivered to any requesting Party pursuant to this Agreement or the Ancillary Agreements, such Party shall, at its own expense, return them to the Party having provided such originals within a reasonable time after the need to retain such originals has ceased. (b) After the Effective Time, upon the prior written request Any Information provided by iGATE for specific or on behalf of or made available by or on behalf of any Party hereto pursuant to this Article VII shall be on an “as is,” “where is” basis and identified no Party is making any representation or warranty with respect to such Information which relates to (x) iGATE or the conduct of the iGATE Business up to the Effective Time, or (y) any Ancillary Agreement to which Mastech and iGATE are parties, Mastech shall provide, as soon as reasonably practicable following the receipt of such request, appropriate copies of such Information (or the originals thereof if the Party making the request has a reasonable need for such originals) in the possession or control of Mastech or any of its Affiliates, but only to the extent such items so relate and are not already in the possession or control of the requesting Partycompleteness thereof.

Provision of Corporate Records. Other than (a) Except as specifically provided in circumstances in which indemnification is sought pursuant to ARTICLE V (in which event the provisions of such Article will govern) and without limiting ), after the applicable provisions of ARTICLE V, and subject to appropriate restrictions for classified, privileged or Confidential Information: (a) After the Effective TimeDistribution Date, upon the prior written request by Mastech a member of the SpinCo Group for specific and identified Information agreements, documents, books, records or files (whether written or electronic) including accounting and financial records (collectively, “Records”) which relates primarily relate to (x) Mastech SpinCo or the conduct of the Mastech SpinCo Business, as or which SpinCo determines are necessary or advisable in order for SpinCo to prepare its financial statements and any reports or filings to be made with any Governmental Authority, the case may be, up to the Effective Time, or (y) any Ancillary Agreement to which iGATE and Mastech are parties, iGATE Company shall providearrange, as soon as reasonably practicable following the receipt of such request, to provide appropriate copies of such Information Records (or the originals thereof if the Party making the request SpinCo has a reasonable need purpose for such originals) in the possession or control of iGATE or any member of its Affiliatesthe RemainCo Group, but only to the extent such items so relate and are not already in the possession or control of the requesting PartyParty or their Affiliates. (b) After Except as specifically provided in ARTICLE V (in which event the Effective Timeprovisions of such Article will govern), after the Distribution Date, upon the prior written request by iGATE a member of the RemainCo Group for specific and identified Information Records which relates relate to (x) iGATE the Company or the conduct of the iGATE Business up to the Effective Time101 Business, or (y) which the Company determines are necessary or advisable in order for the Company to prepare its financial statements and any Ancillary Agreement reports or filings to which Mastech and iGATE are partiesbe made with any Governmental Authority, Mastech SpinCo shall providearrange, as soon as reasonably practicable following the receipt of such request, to provide appropriate copies of such Information Records (or the originals thereof if the Party making the request Company has a reasonable need purpose for such originals) in the possession or control of Mastech or any member of its Affiliatesthe SpinCo Group, but only to the extent such items so relate and are not already in the possession or control of the requesting PartyParty or their Affiliates.