Common use of ACCESS AND COOPERATION; DUE DILIGENCE Clause in Contracts

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the COMPANY will afford to the officers and authorized representatives of METALS and the Other Founding Companies access to all of the COMPANY's sites, properties, books and records and will furnish METALS with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. METALS, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY will afford to the officers and authorized representatives of METALS CTS and the Other Founding Companies access during business hours to all of the COMPANY's sites, properties, books and records and will furnish METALS CTS with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS CTS or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS CTS and the Other Founding Companies, its Companies and their respective representatives, including CTS's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSCTS, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS CTS will cause each of the Other Agreements, binding each of the Other Founding Companies Companies, to enter into contain a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY will afford to the officers and authorized representatives of METALS VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of the COMPANY's sites, properties, books and records and will furnish METALS VPI with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS VPI or the Other Founding Companies may from time to time reasonably request. The COMPANY will reasonably cooperate with METALS VPI and the Other Founding Companies, its Companies and their respective representatives, including VPI's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. METALSVPI, NEWCO, the STOCKHOLDERS and the COMPANY will shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY will afford to the officers and authorized representatives of METALS VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of the COMPANY's sites, properties, books and records and will furnish METALS VPI with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS VPI or the Other Founding Companies may from time to time reasonably request. The COMPANY will reasonably cooperate with METALS VPI and the Other Founding Companies, its Companies and their respective representatives, including VPI's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. METALSVPI, NEWCO, the STOCKHOLDERS and the COMPANY will shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.. 39

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY Company will afford to the officers officers, directors and authorized representatives of METALS and the Other Founding Companies Clarant reasonable access during normal business hours to all of the COMPANYCompany's and its Subsidiaries' sites, properties, books and records and will furnish METALS Clarant with such additional financial and operating data and other information as to the business Business and properties and assets of the COMPANY Company and its Subsidiaries as METALS or the Other Founding Companies Clarant may from time to time reasonably request. The COMPANY Company will cooperate with METALS Clarant and the Other Founding Companies, its representatives, including Clarant's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSClarant, NEWCONewco, the STOCKHOLDERS Stockholders and the COMPANY Company and its Subsidiaries will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section Article 14 hereof. In addition, METALS Clarant will cause each of the Other Agreements, binding each of the Other Founding Companies Companies, to enter into contain a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY will afford to the officers and authorized representatives of METALS MARINEMAX 22 28 and the Other Founding Companies access to all of the COMPANY's and any Acquired Party's sites, properties, books and records and will furnish METALS MARINEMAX with such additional financial and operating data and other information as to the business and properties of the COMPANY and any Acquired Party as METALS MARINEMAX or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS MARINEMAX and the Other Founding Companies, its and their representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. METALSMARINEMAX, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS MARINEMAX will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY will afford to the officers and authorized representatives of METALS CTS and the Other Founding Companies access during business hours to all of the COMPANY's sites, properties, books and records and will furnish METALS CTS with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS CTS or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS CTS and the Other Founding Companies, its Companies and their respective representatives, including CTS's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSCTS, NEWCO, the STOCKHOLDERS STOCKHOLDER and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS CTS will cause each of the Other Agreements, binding each of the Other Founding Companies Companies, to enter into contain a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY will afford to the officers and authorized representatives of METALS MARINEMAX and the Other Founding Companies access to all of the COMPANY's and any Acquired Party's sites, properties, books and records and will furnish METALS MARINEMAX with such additional financial and operating data and other information as to the business and properties of the COMPANY and any Acquired Party as METALS MARINEMAX or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS MARINEMAX and the Other Founding Companies, its and their representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. METALSMARINEMAX, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS MARINEMAX will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY will afford to the officers and authorized representatives of METALS CTS and the Other Founding Companies access during business hours to all of the COMPANY's sites, properties, books and records and will furnish METALS CTS with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS CTS or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS CTS and the Other Founding Companies, its Companies and their respective representatives, including CTS's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSCTS, NEWCO, the STOCKHOLDERS and the COMPANY will 39 treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS CTS will cause each of the Other Agreements, binding each of the Other Founding Companies Companies, to enter into contain a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, upon reasonable notice to the COMPANY COMPANIES, the COMPANIES will afford to the officers and authorized representatives of METALS PC and the Other Founding Companies access to all of the COMPANY's COMPANIES' sites, properties, books and records and will furnish METALS PC with such additional financial and operating data and other information as to the business and properties of the COMPANY COMPANIES as METALS PC or the Other Founding Companies may from time to time reasonably request. The COMPANY COMPANIES will cooperate with METALS PC and the Other Founding Companies, its their representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALS, NEWCOPC, the STOCKHOLDERS NEWCOS, the STOCKHOLDER and the COMPANY COMPANIES will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS PC will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.employees

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the COMPANY will afford to the officers and authorized representatives of METALS PC and the Other Founding Companies reasonable access upon reasonable notice during normal business hours to all of the COMPANY's sites, properties, books and records and will furnish METALS PC with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS PC or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS PC and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSPC, NEWCO, the STOCKHOLDERS STOCKHOLDER and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS PC will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, upon reasonable notice to the COMPANY, the COMPANY will afford to the officers and authorized representatives of METALS PC and the Other Founding Companies access to all of the COMPANY's sites, properties, books and records and will furnish METALS PC with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS PC or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS PC and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSPC, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS PC will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, upon reasonable notice to the COMPANY, the COMPANY will afford to the officers and authorized representatives of METALS PC and the Other Founding Companies access to all of the COMPANY's sites, properties, books and records and will furnish METALS PC with such additional financial and operating data and other information as to the business and properties of the COMPANY as METALS PC or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with METALS PC and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSPC, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, METALS PC will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.employees

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY Company will afford to the officers officers, directors and authorized representatives of METALS and the Other Founding Companies Clarant reasonable access during normal business hours to all of the COMPANYCompany's and its Subsidiaries' sites, properties, books and records and will furnish METALS Clarant with such additional financial and operating data and other information as to the business Business and properties and assets of the COMPANY Company and its Subsidiaries as METALS or the Other Founding Companies Clarant may from time to time reasonably request. The COMPANY Company will cooperate with METALS Clarant and the Other Founding Companies, its representatives, including Clarant's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALSClarant, NEWCONewco, the STOCKHOLDERS Stockholders and the COMPANY Company and any Subsidiaries will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section Article 14 hereof. In addition, METALS Clarant will cause each of the Other Agreements, binding each of the Other Founding Companies Companies, to enter into contain a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Closing Date, the COMPANY Contributor will afford to the officers officers, directors and authorized representatives of METALS Clarant access during normal business hours and the Other Founding Companies access upon reasonable notice to all of the COMPANYContributor's sites, properties, books and records directly related to the Business and will furnish METALS Clarant with such additional financial and operating data and other information as to the business Business and properties of the COMPANY Acquired Assets as METALS or the Other Founding Companies Clarant may from time to time reasonably request. The COMPANY Contributor will cooperate with METALS Clarant and the Other Founding Companies, its representatives, including Clarant's auditors and counsel counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. METALS, NEWCO, the STOCKHOLDERS Clarant and the COMPANY Contributor will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section Article 14 hereof. In addition, METALS Clarant will cause each of the Other Agreements, binding each of the Other Founding Companies Companies, to enter into contain a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.