Common use of Access by Purchaser Clause in Contracts

Access by Purchaser. Upon execution of this Agreement, Sellers shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon two (2) Business Days notice to Sellers to the Branches, Branch Employees, depository records, Loan files, and all other documents and other information concerning the Branches as Purchaser may reasonably request; provided that a representative of Sellers shall be permitted to be present at all times and provided further that with respect to Branch Employees, Sellers’ sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Branch Employees and Sellers shall provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which shall remain the sole property of Sellers. Notwithstanding the foregoing, in no event shall Sellers be required to provide (a) any information which Sellers’, in their sole discretion, deem proprietary, including without limitation, 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) its or any of its Affiliates’ tax returns.

Access by Purchaser. Upon execution of this Agreement, Sellers Seller shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon two three (23) Business Days Days’ notice to Sellers Seller to the Branches, Branch Employees, depository records, Loan files, and all other documents and other information concerning the Branches Branches, the Business, the Purchased Assets, the Assumed Liabilities, and Employees as Purchaser may reasonably request; provided provided, however, that a representative one or more representatives of Sellers Seller or its Affiliates shall be permitted to be present at all times and provided provided, however, further that with respect to Branch information concerning Employees, Sellers’ Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Branch Employees and Sellers 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 SellersSeller. Notwithstanding the foregoing, in no event shall Sellers Seller or any of its Affiliates be required to provide (a) any information which Sellers’Seller, in their its sole discretion, deem deems proprietary, including including, without limitation, Sellers’ 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, or (c) its any records or minutes of Seller’s Board of Directors, or (d) Seller’s or any of its Affiliates’ tax returns.

Access by Purchaser. Upon execution of this Agreement, Sellers Seller shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon two (2) five Business Days Days’ notice to Sellers Seller to the Branches, Branch Bank Employees, depository records, Loan files, and all other documents and other information concerning the Branches Branches, the Business, the Purchased Assets, the Assumed Liabilities and the Transferred Employees as Purchaser may reasonably request; provided that a representative of Sellers Seller shall be permitted to be present at all times and provided further that with respect to Branch information concerning Bank Employees, Sellers’ Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Branch Employees Bank Employees, and Sellers 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 shall remain the sole property of SellersSeller. Notwithstanding the foregoing, in no event shall Sellers Seller be required to provide (a) any information which Sellers’Seller, in their its sole discretion, deem discretion deems proprietary, including including, without limitation, Sellers’ Seller’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) its or any of its Affiliates’ tax returnsTax Returns.