Access to Information and Properties. Each of Telepanel and ERS will allow the other party and its agents reasonable access, during ordinary business hours, to the files, books, records, properties, assets, operations, personnel and offices of Telepanel and each Telepanel Subsidiary, or ERS and each ERS Subsidiary, as applicable, as such other party shall reasonably request, including, without limitation, any and all information relating to Telepanel's or ERS's electronic shelf labelling systems, customer orders, Taxes, commitments, contracts, leases, licenses and real, personal and intangible property and financial condition. Each of Telepanel and ERS will cause its accountants and other advisers to cooperate with the other party and its agents in making available to such other party all information reasonably requested, including, without limitation, the right to examine all working papers pertaining to all Tax Returns and financial statements prepared or audited by such persons subject to the execution of customary access or indemnification agreements among the parties with respect to such review. The rights of access and inspection pursuant to this Section 4.7 shall be subject to the Confidentiality Agreement referred to in Section 8.3. Each party shall furnish the other party with copies of all filings with the OSC and the SEC subsequent to the date hereof, which shall be prepared in accordance with the rules and regulations promulgated by, respectively, the OSC and the SEC if any such filings are made prior to the Effective Time.
Appears in 2 contracts
Sources: Combination Agreement (Electronic Retailing Systems International Inc), Combination Agreement (Electronic Retailing Systems International Inc)