Sole Benefit and Use Sample Clauses

Sole Benefit and Use. Client acknowledges and agrees that any advice, information or work product provided to Client by RSM in connection with this Engagement Letter is for the sole benefit and use of Client and may not be relied upon or used by any third party; provided, however, that Client may share any advice, information or work product provided to it by RSM with Client’s regulators, auditors and advisors in the ordinary course of business as necessary. Upon Client’s explicit request and if contemplated by the Scope of Work, RSM will promptly provide copies of its applicable work papers to Client’s regulators. Client further agrees that it will not make any such advice, information or work product available to any other unaffiliated third party, or Client Affiliate other than a Participating Affiliate, except as expressly permitted by the Scope of Work or Section 9, unless Client first obtains from the third party or Client Affiliate and provides to RSM an executed non-reliance and release letter substantially in RSM’s form with respect to such disclosed information. In no event will RSM’s advice, information or work product be referred to or quoted, in whole or in part, in any registration statement, prospectus, public filing, loan agreement or other document without RSM’s prior written approval.