Common use of Access by Purchaser Clause in Contracts

Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its Representatives reasonable access during normal business hours and upon reasonable prior notice to Seller to the Branches, the Xxxxxxx Xxxxxx, Employees, deposit records, and all other documents and other information concerning the Branches or the Xxxxxxx Xxxxxx, the Purchased Assets, the Assumed Liabilities, and Employees as Purchaser may reasonably request; provided, however, that one or more representatives of Seller or its Affiliates shall be permitted to be present at all times and provided, further that with respect to information concerning Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Employees and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates be required to provide (a) any information which Seller, in its reasonable discretion, deems proprietary, including, without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by attorney-client privilege, (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s or any of its Affiliates’ tax returns.

Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its Representatives representatives, accountants and counsel reasonable access during normal business hours and upon reasonable prior five (5) Business Days' notice to Seller to the BranchesFacilities, the Xxxxxxx Xxxxxx, Consumer Bank Employees, deposit Consumer Bank Related Employees, depository records, Loan files, and all other documents and other information concerning the Branches or Facilities, the Xxxxxxx XxxxxxBusiness, the Purchased Assets, the Assumed Liabilities, Liabilities and the Transferred Employees as Purchaser may reasonably request; provided, however, provided that one or more representatives a representative of Seller or its Affiliates shall be permitted to be present at all times and provided, provided further that with respect to information concerning Consumer Bank Employees and Consumer Bank Related Employees, Seller’s 's sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Consumer Bank Employees and Consumer Bank Related Employees and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, remain the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates be required to provide (a) any information which Seller, in its reasonable discretion, sole discretion deems proprietary, including, including without limitation, Seller’s “'s "credit scoring” " system, branch or credit practices, policies or procedures, or staffing models, (b) any information information, which is protected by the attorney-client privilege, or (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s its or any of its Affiliates’ ' tax returns.

Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its Representatives representatives, accountants and counsel reasonable access access, during normal business hours and upon reasonable prior notice to Seller at least 24 hours in advance, to the Branches, the Xxxxxxx Xxxxxx, Bank Employees, deposit Records, including depository records, loan files with respect to overdraft lines of credit, and Negative Deposits and all other documents and other information concerning the Branches or the Xxxxxxx XxxxxxBranches, the Purchased Assets, the Assumed Liabilities, Liabilities and the Transferred Employees (other than personnel files) as Purchaser may reasonably request; provided that all such requests must be to the Chief Financial Officer of Seller, or such other persons as the Chief Financial Officer of Seller may designate, in writing, to Purchaser; and provided, howeverfurther, that one or more representatives a representative of Seller or its Affiliates shall be permitted to be present at all times times. Seller agrees to make Transferred Employees available to be interviewed by Purchaser and provided, further that with respect to information concerning Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Employees and Seller shall not be required to provide Purchaser with access to or copies of any make personnel files or other individualized employee files or documents, all of which is, for any Transferred Employee available to Purchaser for review to the extent permitted by law and following authorized in writing by the Closing shall remain, the sole property of SellerTransferred Employee. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates be required to provide (a) any information which Seller, in its reasonable discretion, sole discretion deems proprietary, including, including without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information the provision of which to Seller is prohibited by applicable law, (c) any information that is protected by the attorney-client privilege, (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s its or any of its Affiliates’ tax returns.

Access by Purchaser. Upon execution of this Agreement, Seller Sovereign shall use its commercially reasonable efforts to cause FNB to agree to provide Purchaser and its Representatives representatives, accountants and counsel reasonable access during normal business hours and upon reasonable prior five (5) Business Days' notice to Seller FNB to the BranchesFacilities, the Xxxxxxx Xxxxxx, Consumer Bank Employees, deposit Consumer Bank Related Employees, depository records, Loan files, and all other documents and other information concerning the Branches or Facilities, the Xxxxxxx XxxxxxCape Cod Business, the Purchased Assets, the Assumed Liabilities, Liabilities and the Transferred Employees as Purchaser may reasonably request; provided, however, provided that one or more representatives a representative of Seller or its Affiliates FNB shall be permitted to be present at all times and provided, provided further that with respect to information concerning Consumer Bank Employees and Consumer Bank Related Employees, Seller’s FNB's sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Consumer Bank Employees and Seller Consumer Bank Related Employees and FNB shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, remain the sole property of SellerFNB. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates FNB be required to provide (a) any information which SellerFNB, in its reasonable discretion, sole discretion deems proprietary, including, including without limitation, Seller’s “any "credit scoring” " system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by the attorney-client privilege, or (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s their or any of its their Affiliates’ ' tax returns.

Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its Representatives representatives, accountants and counsel reasonable access during normal business hours and upon reasonable prior three (3) Business Days’ notice to Seller to the Branches, the Xxxxxxx XxxxxxOffice, Employees, deposit depository records, Loan files, and all other documents and other information concerning the Branches or Branches, the Xxxxxxx XxxxxxOffice, the Business, the Purchased Assets, the Assumed Liabilities, and Employees as Purchaser may reasonably request; provided, however, that one or more representatives of Seller or its Affiliates shall be permitted to be present at all times and provided, however, further that with respect to information concerning Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Employees and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates be required to provide (a) any information which Seller, in its reasonable sole discretion, deems proprietary, including, without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by the attorney-client privilege, (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directorsthereof, or (d) Seller’s or any of its Affiliates’ tax returns.

Access by Purchaser. Upon execution of this AgreementAgreement and until the Third Closing Date, Seller Sellers shall provide Purchaser and its Representatives representatives, accountants and counsel reasonable access during normal business hours and upon reasonable prior one (1) Business Days notice to Seller Sellers to the BranchesFacilities, the Xxxxxxx Xxxxxx, Business Employees, deposit Additional Employees and Business Related Employees, depository records, Loan files, books and records and all other documents and other information concerning relating to the Branches or Facilities, the Xxxxxxx XxxxxxBusiness, the Purchased Assets, the Assumed Liabilities, Liabilities and the Transferred Employees as Purchaser may reasonably request; provided, however, provided that one or more representatives a representative of Seller or its Affiliates Sellers shall be permitted to be present at all times and provided, provided further that with respect to information concerning Business Employees, Seller’s Additional Employees and Business Related Employees, Sellers' sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Business Employees, Additional Employees and Seller Business Related Employees and Sellers shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, remain the sole property of SellerSellers. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates Sellers be required to provide (a) any information that is not available from Persons who are not Affiliates of Sellers on commercially reasonable terms which SellerSellers', in its reasonable their sole discretion, deems deem proprietary, including, including without limitation, Seller’s “Sellers' "credit scoring” " system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by the attorney-client privilege, or (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s its or any of its Affiliates’ ' tax returns.

Access by Purchaser. Upon execution of this Agreement, Seller Sellers shall provide Purchaser and its Representatives representatives, accountants and counsel reasonable access during normal business hours and upon reasonable prior one (1) Business Days notice to Seller Sellers to the BranchesFacilities, the Xxxxxxx Xxxxxx, Business Employees, deposit Additional Employees, Business Related Employees, depository records, Loan files, books and records and all other documents and other information concerning relating to the Branches or Facilities, the Xxxxxxx XxxxxxBusiness, the Purchased Assets, the Assumed Liabilities, Liabilities and the Transferred Employees as Purchaser may reasonably request; provided, however, provided that one or more representatives a representative of Seller or its Affiliates Sellers shall be permitted to be present at all times and provided, provided further that with respect to information concerning Business Employees, Seller’s Additional Employees and Business Related Employees, Sellers' sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Business Employees, Additional Employees and Seller Business Related Employees and Sellers shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, remain the sole property of SellerSellers. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates Sellers be required to provide (a) any information that is not available from Persons who are not Affiliates of Sellers on commercially reasonable terms which SellerSellers', in its reasonable their sole discretion, deems deem proprietary, including, including without limitation, Seller’s “Sellers' "credit scoring” " system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by the attorney-client privilege, or (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s its or any of its Affiliates’ ' tax returns.

Access by Purchaser. Upon execution of this Agreement, Seller Sellers shall provide Purchaser and its Representatives representatives, accountants and counsel reasonable access during normal business hours and upon reasonable prior five (5) Business Days' notice to Seller Sellers to the BranchesFacilities, the Xxxxxxx Xxxxxx, Consumer Bank Employees, deposit Consumer Bank Related Employees, depository records, Loan files, and all other documents and other information concerning the Branches or Facilities, the Xxxxxxx XxxxxxBusiness, the Purchased Assets, the Assumed Liabilities, Liabilities and the Transferred Employees as Purchaser may reasonably request; provided, however, provided that one or more representatives a representative of Seller or its Affiliates Sellers shall be permitted to be present at all times and provided, provided further that with respect to information concerning Consumer Bank Employees and Consumer Bank Related Employees, Seller’s Sellers' sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Consumer Bank Employees and Seller Consumer Bank Related Employees and Sellers shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, remain the sole property of SellerSellers. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates Sellers be required to provide (a) any information which SellerSellers, in its reasonable discretion, deems their sole discretion deem proprietary, including, including without limitation, Seller’s “any Sellers' "credit scoring” " system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by the attorney-client privilege, or (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s their or any of its their Affiliates’ ' tax returns.