Common use of Access; Information Clause in Contracts

Access; Information. (a) Upon reasonable notice and subject to applicable Laws relating to the exchange of information, each Party shall, and shall cause its Subsidiaries to, afford the other Parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective Time, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such Person and its representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities law (other than reports or documents that NSH or the Partnership or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable Law or that are otherwise publicly available through their respective websites) and (ii) all other information concerning its business, properties and personnel as the other may reasonably request. Neither NSH nor the Partnership nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any Law, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The Parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (NuStar Energy L.P.), Agreement and Plan of Merger

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Access; Information. (a) Upon reasonable notice and subject to applicable Laws laws relating to the exchange of information, each Party party shall, and shall cause its Subsidiaries to, afford the other Parties parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective Time, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such Person other parties and its representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities law (other than reports or documents that NSH Hydrocarbon or the Partnership Energy Partners or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable Law or that are otherwise publicly available through their respective websiteslaw) and (ii) all other information concerning its the business, properties and personnel of it as the other may reasonably request. Neither NSH Hydrocarbon nor the Partnership Energy Partners nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any Lawlaw, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The Parties parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply.

Appears in 2 contracts

Samples: Agreement and Plan of Redemption and Merger (Markwest Energy Partners L P), Agreement and Plan of Redemption and Merger (Markwest Hydrocarbon Inc)

Access; Information. (a) Upon reasonable notice and subject to applicable Laws laws relating to the exchange of information, each Party it shall, and shall cause its Subsidiaries to, afford the other Parties parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective TimeDate, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such Person other parties and its representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities law or banking laws (other than reports or documents that NSH or the Partnership Dana ox xxe Company, or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable Law or that are otherwise publicly available through their respective websites) law), and (ii) all other information concerning its the business, properties and personnel of it as the other may reasonably request. Neither NSH nor the Partnership Dana nxx xhe Company nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any Lawlaw, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The Parties parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dana Corp), Agreement and Plan of Merger (Echlin Inc)

Access; Information. (a) Upon reasonable notice and subject to applicable Laws relating to the exchange of information, each Party party shall, and shall cause its Subsidiaries to, afford the other Parties parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective Time, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such Person and its representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities law (other than reports or documents that NSH the Company or the Partnership Partners Entities or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable Law or that are otherwise publicly available through their respective websitesLaw) and (ii) all other information concerning its the business, properties and personnel of it as the other may reasonably request. Neither NSH the Company nor any of the Partnership Partners Entities nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any Law, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The Parties parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Capital Product Partners L.P.), Agreement and Plan of Merger (Crude Carriers Corp.)

Access; Information. (a) Upon reasonable notice and subject to applicable Laws relating to the exchange of information, each Party party shall, and shall cause its Subsidiaries to, afford the other Parties parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective Time, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such Person and its representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities law (other than reports or documents that NSH Holdings or the Partnership Partners or their respective Subsidiaries, as the case may be, are not permitted to disclose under applicable Law or that are otherwise publicly available through their respective websitesLaw) and (ii) all other information concerning its the business, properties and personnel of it as the other may reasonably request. Neither NSH Holdings nor the Partnership Partners nor any of their respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any Law, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The Parties parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Buckeye GP Holdings L.P.), Agreement and Plan of Merger (Penn Virginia GP Holdings, L.P.)

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Access; Information. (a) Upon Each of the Company and the Buyer agrees that, upon reasonable notice and subject to applicable Laws laws relating to the exchange of information, each Party it shall, and shall cause each of its Subsidiaries to, afford the other Parties party and their the other party's officers, employees, counsel, accountants and other authorized representatives, access, such access during normal business hours throughout the period prior to the Effective TimeTime to the books, to all records (including, without limitation, Tax Returns and work papers of its independent auditors), properties, books, contracts, commitments and records, personnel and to its officers, employees, accountants, counsel or such other representativesinformation as any party may reasonably request, and, during such period, it shall, and shall cause each of its Subsidiaries to, furnish promptly to such Person and its representatives other party (i) a copy of each material report, schedule schedule, registration statement, application and other document filed by it pursuant to the requirements of United States federal or state securities law (other than reports or documents that NSH banking laws or the Partnership or their respective Subsidiariesreceived by it from any Regulatory Agency, as the case may be, are not permitted to disclose under applicable Law or that are otherwise publicly available through their respective websites) and (ii) all other information concerning its the business, properties and personnel of it as the other may reasonably request. Neither NSH nor the Partnership party nor any of their its respective Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of such party's or its respective Subsidiaries' customers, jeopardize the attorney-attorney- client privilege of the institution in possession or control of such information or contravene any Lawlaw, fiduciary duty rule, regulation, order, judgment, decree, or binding agreement entered into prior to the date of this Agreement. The Parties parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quick & Reilly Group Inc /De/)

Access; Information. (a) Upon reasonable notice and subject to applicable Laws laws relating to the exchange of information, each Party it shall, and shall cause its Subsidiaries to, afford the other Parties parties and their officers, employees, counsel, accountants and other authorized representatives, access, during normal business hours throughout the period prior to the Effective TimeDate, to all of its properties, books, contracts, commitments and records, and to its officers, employees, accountants, counsel or other representatives, and, during such period, it shall, and shall cause its Subsidiaries to, furnish promptly to such Person other parties and its representatives (i) a copy of each material report, schedule and other document filed by it pursuant to the requirements of federal or state securities law or banking laws (other than reports or documents that NSH Dana or the Partnership Company, or their respective Subsidiaries, as the case may caxx xay be, are not permitted to disclose under applicable Law or that are otherwise publicly available through their respective websites) law), and (ii) all other information concerning its the business, properties and personnel of it as the other may reasonably request. Neither NSH Dana nor the Partnership Company nor any of their respective Subsidiaries shall shxxx be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the institution in possession or control of such information or contravene any Lawlaw, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The Parties parties hereto will make appropriate substitute disclosure arrangements under the circumstances in which the restrictions of the preceding sentence apply.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Echlin Inc)

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