Common use of Access; Information Clause in Contracts

Access; Information. (A) Upon reasonable notice, the Company and the Bank shall afford Heritage and Heritage shall afford the Company and Heritage's and the Company's respective officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective properties, books, contracts, commitments and records. During such period, the Company and the Bank shall furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective accountants and other agents to furnish promptly) (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries with any Regulatory Authority, and (2) all other information concerning the business, properties and personnel as Company or Heritage, respectively, may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by the Company or the Bank or Heritage in this Plan or the conditions to the obligations of the Company and the Bank or Heritage to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage will, upon request by the other, deliver to the other all documents so obtained by it or destroy such documents and, in the case of destruction, will certify such fact to the other.

Access; Information. (A) Upon reasonable notice, the Company WWB and the Bank WSB shall afford Heritage and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective the properties, books, contracts, commitments and records. During records of WWB and its Subsidiaries and, during such period, the Company WWB and the Bank WSB shall furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective its accountants and other agents to furnish promptly) ) to Heritage (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage WWB and its Subsidiaries with any Regulatory Authority, and (2) all other information concerning the business, properties and personnel of WWB and its Subsidiaries as Company or Heritage, respectively, Heritage may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by the Company WWB or the Bank or Heritage WSB in this Plan Agreement or the conditions to the obligations of the Company WWB and the WSB Bank or Heritage to consummate the transactions contemplated by this PlanAgreement; and (B) The Company and Heritage will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan Agreement and, if this Plan Agreement is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.68.7) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this PlanAgreement, Company and Heritage will, upon request by the otherWWB, deliver to the other WWB all documents so obtained by it Heritage or destroy such documents and, in the case of destruction, will certify such fact to the otherWWB.

Access; Information. (A) Upon reasonable notice, the Company and the Bank shall afford Heritage InterWest and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective the properties, books, contracts, commitments and records. During records of the Bank and its Subsidiaries and, during such period, the Company and the Bank shall promptly furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective its accountants and other agents to furnish promptly)promptly furnish) to InterWest (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage Bank and its Subsidiaries with any Regulatory Authority, (2) such representations and certifications as are necessary for purposes of the pooling letter described in Section 6.2(F), and (23) all other information concerning the business, properties and personnel of the Bank and its Subsidiaries as Company or Heritage, respectively, InterWest may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by the Company or the Bank or Heritage in this Plan or the conditions to the obligations of the Company and the Bank or Heritage to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage InterWest will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage InterWest or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage InterWest will, upon request by the otherBank, deliver to the other Bank all documents so obtained by it InterWest or destroy such documents and, in the case of destruction, will certify such fact to the otherBank.

Access; Information. (A) Upon reasonable notice, the Company and the Pioneer Bank shall afford Heritage InterWest and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective the properties, books, contracts, commitments and records. During records of the Company and its Subsidiaries and, during such period, the Company and the Pioneer Bank shall furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective its accountants and other agents to furnish promptly)) to InterWest (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries with any Regulatory Authority, (2) such representations and certifications as are necessary for purposes of the pooling letter described in Section 6.2(F), and (23) all other information concerning the business, properties and personnel of the Company and its Subsidiaries as Company or Heritage, respectively, InterWest may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by the Company or the Pioneer Bank or Heritage in this Plan or the conditions to the obligations of the Company and the Pioneer Bank or Heritage to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage InterWest will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage InterWest or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage InterWest will, upon request by the otherCompany, deliver to the other Company all documents so obtained by it InterWest or destroy such documents and, in the case of destruction, will certify such fact to the otherCompany.

Access; Information. (A) Upon reasonable notice, the Company and the Bank shall afford Heritage InterWest and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective DateDate or earlier termination of this Plan pursuant to Section 7.1, to all of their respective the properties, books, contracts, commitments and records. During records of the Company and its Subsidiaries and, during such period, the Company and the Bank shall promptly furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective its accountants and other agents to furnish promptly)) to InterWest (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries with any Regulatory Authority, and (2) all other information concerning the business, properties and personnel of the Company and its Subsidiaries as Company or Heritage, respectively, InterWest may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by the Company or the Bank or Heritage in this Plan or the conditions to the obligations of the Company and the Bank or Heritage to consummate the transactions contemplated by this Plan; PROVIDED, that InterWest and its representatives will not disrupt the business of the Company during the investigations contemplated by this section; and (B) The Company and Heritage InterWest will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage InterWest or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage InterWest will, upon request by the otherCompany, deliver to the other Company all documents so obtained by it or destroy such documents and, in the case of destruction, will certify such fact to the otherCompany.

Access; Information. (A) Upon reasonable notice, the Company and the Bank shall afford Heritage NEWCO and Heritage NEWCO shall afford the Company and HeritageNEWCO's and the Company's respective officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective properties, books, contracts, commitments and records. During such period, the Company and the Bank shall furnish promptly to Heritage NEWCO and Heritage NEWCO shall furnish promptly to the Company (and cause their respective accountants and other agents to furnish promptly) (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries with any Regulatory Authority, and (2) all other information concerning the business, properties and personnel as Company or HeritageNEWCO, respectively, may reasonably request, provided that no investigation pursuant to this Section 5.6 5.5 shall affect or be deemed to modify or waive any representation or warranty made by the Company or the Bank or Heritage NEWCO in this Plan or the conditions to the obligations of the Company and the Bank or Heritage NEWCO to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage NEWCO will not use any information obtained pursuant to this Section 5.6 5.5 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage NEWCO or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage NEWCO will, upon request by the other, deliver to the other all documents so obtained by it or destroy such documents and, in the case of destruction, will certify such fact to the other.

Access; Information. (A) Upon reasonable notice, the Company Community and the Bank shall afford Heritage and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective its and the Community Subsidiaries' properties, books, contracts, commitments and records. During records and, during such period, the Company Community and the Bank shall furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective accountants and other agents to furnish promptly) (1i) a copy of each material report, schedule and other document filed by Community and the Company and its Subsidiaries or Heritage and its Community Subsidiaries with any Regulatory Authority, and (2ii) all other information concerning the business, properties and personnel of Community and the Community Subsidiaries as the Company or Heritage, respectively, may reasonably request, including an examination report by any Regulatory Authority (to be reviewed at Bank premises with no copies made), provided that no investigation pursuant to this Section 5.6 4.05 shall affect or be deemed to modify or waive any representation or warranty made by the Company Community or the Bank or Heritage in this Plan or the conditions to the obligations of the Company Community and the Bank or Heritage to consummate the transactions contemplated by this Plan; andAgreement. (B) The Company and Heritage will not use any information obtained pursuant to this Section 5.6 4.05 for any purpose unrelated to the consummation of the transactions contemplated by this Plan Agreement and, if this Plan Agreement is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.67.06) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by the Company or Heritage or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this PlanAgreement, the Company and Heritage will, upon request by the otherCommunity, deliver to the other Community all documents so obtained by it the Company or destroy such documents and, in the case of destruction, will certify such fact to Community. In the otherevent the Agreement is terminated, the Company shall not use, either directly or indirectly, any information or knowledge obtained as a result of this investigation to the competitive detriment of Community or the Bank.

Access; Information. (A) Upon reasonable notice, the Company and the Bank shall afford Heritage and Heritage shall each party will afford the Company other party and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective its properties, books, contracts, commitments and records. During such periodrecords and, during the Company and the Bank shall furnish promptly to Heritage and Heritage shall furnish promptly period up to the Company Effective Date, ComSouth will promptly furnish (and cause their respective its accountants and other agents to furnish promptly) promptly furnish) to Anchor (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries ComSouth with any Regulatory Authority, (2) such representations and certifications as are necessary for purposes of the pooling letter described in Section 7.2(F), and (23) all other information concerning the business, properties and personnel of ComSouth as Company or Heritage, respectively, Anchor may reasonably request, provided that no investigation pursuant to this Section 5.6 shall 6.6 will affect or be deemed to modify or waive any representation or warranty made by the Company or the Bank or Heritage ComSouth in this Plan Agreement or the conditions to the obligations of the Company and the Bank or Heritage ComSouth to consummate the transactions contemplated by this PlanAgreement; and (B) The Company and Heritage Anchor will not use any information obtained pursuant to this Section 5.6 6.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan Agreement and, if this Plan Agreement is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.69.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage Anchor or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this PlanAgreement, Company and Heritage Anchor will, upon request by the otherComSouth, deliver to the other ComSouth all documents so obtained by it Anchor or destroy such documents and, in the case of destruction, will certify such fact to the otherComSouth.

Access; Information. (A) Upon reasonable notice, Bancwest and Bank of the Company and the Bank West shall afford Heritage USBN and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective the properties, books, contracts, commitments and records. During records of Bancwest and its Subsidiaries and, during such period, Bancwest and Bank of the Company and the Bank West shall furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective its accountants and other agents to furnish promptly) ) to USBN (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage Bancwest and its Subsidiaries with any Regulatory Authority, (2) such representations and certifications as are necessary for purposes of the pooling letter described in Section 6.1(H), and (23) all other information concerning the business, properties and personnel of Bancwest and its Subsidiaries as Company or Heritage, respectively, USBN may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by Bancwest or Bank of the Company or the Bank or Heritage West in this Plan or the conditions to the obligations of Bancwest and Bank of the Company and the Bank or Heritage West to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage USBN will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage USBN or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage USBN will, upon request by the other26 Bancwest, deliver to the other Bancwest all documents so obtained by it USBN or destroy such documents and, in the case of destruction, will certify such fact to the otherBancwest.

Access; Information. (A) Upon reasonable notice, the Company and the Bank shall afford Heritage and Heritage shall afford the Company and Heritage's and the Company's respective officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective properties, books, contracts, commitments and records. During such period, the Company and the Bank shall furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective accountants and other agents to furnish promptly) ) (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries with any Regulatory Authority, and (2) all other information concerning the business, properties and personnel as Company or Heritage, respectively, may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by the Company or the Bank or Heritage in this Plan or the conditions to the obligations of the Company and the Bank or Heritage to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage will, upon request by the other, deliver to the other all documents so obtained by it or destroy such documents and, in the case of destruction, will certify such fact to the other.

Access; Information. (A) Upon reasonable notice, the Company Bank will afford USBN and the Bank shall afford Heritage and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective the properties, books, contracts, commitments and records. During records of the Bank and, during such period, the Company and the Bank shall will promptly furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective its accountants and other agents to furnish promptly) promptly furnish) to USBN (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries Bank with any Regulatory Authority, (2) such representations and certifications as are necessary for purposes of the pooling letter described in Section 6.2(F), and (23) all other information concerning the business, properties and personnel of the Bank as Company or Heritage, respectively, USBN may reasonably request, provided that no investigation pursuant to this Section 5.6 shall will affect or be deemed to modify or waive any representation or warranty made by the Company or the Bank or Heritage in this Plan or the conditions to the obligations of the Company and the Bank or Heritage to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage Neither USBN nor New Bank will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company USBN or Heritage New Bank or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company USBN and Heritage New Bank will, upon request by the otherBank, deliver to the other Bank all documents so obtained by it USBN or destroy such documents and, in the case of destruction, will certify such fact to the otherBank.

Access; Information. (A) Upon reasonable notice, the Company and the Kittitas Bank shall afford Heritage InterWest and Heritage shall afford the Company and Heritage's and the Company's respective its officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period up to the Effective Date, to all of their respective the properties, books, contracts, commitments and records. During records of the Company and its Subsidiaries and, during such period, the Company and the Kittitas Bank shall furnish promptly to Heritage and Heritage shall furnish promptly to the Company (and cause their respective its accountants and other agents to furnish promptly)) to InterWest (1) a copy of each material report, schedule and other document filed by the Company and its Subsidiaries or Heritage and its Subsidiaries with any Regulatory Authority, and (2) all other information concerning the business, properties and personnel of the Company and its Subsidiaries as Company or Heritage, respectively, InterWest may reasonably request, provided that no investigation pursuant to this Section 5.6 shall affect or be deemed to modify or waive any representation or warranty made by the Company or the Kittitas Bank or Heritage in this Plan or the conditions to the obligations of the Company and the Kittitas Bank or Heritage to consummate the transactions contemplated by this Plan; and (B) The Company and Heritage InterWest will not use any information obtained pursuant to this Section 5.6 for any purpose unrelated to the consummation of the transactions contemplated by this Plan and, if this Plan is terminated, will hold all confidential information and documents obtained pursuant to this paragraph in confidence (as provided in Section 8.6) unless and until such time as such information or documents become publicly available other than by reason of any action or failure to act by Company or Heritage InterWest or as it is advised by counsel that any such information or document is required by law or applicable stock exchange rule to be disclosed, and in the event of the termination of this Plan, Company and Heritage InterWest will, upon request by the otherCompany, deliver to the other Company all documents so obtained by it InterWest or destroy such documents and, in the case of destruction, will certify such fact to the otherCompany.