Common use of Access to Information Concerning Properties and Records Clause in Contracts

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the Effective Date, the Company shall, and shall cause each of its Subsidiaries to, upon reasonable notice, afford Parent and Sub, and their respective counsel, accountants, consultants and other authorized representatives, reasonable access during normal business hours to the employees, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of the affairs of the Company and its Subsidiaries. The Company shall furnish promptly to Parent and Sub (a) a copy of each report, schedule, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (b) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent and Sub may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub shall from time to time reasonably request. Parent shall have the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with the ordinary course operation of the Company and its Subsidiaries, shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable to Parent and the Company.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the Effective Dateearlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 9.1, the Verizon Selling Shareholders and Vodafone shall use their commercially reasonable efforts to cause the Company shall, and shall cause each of its Subsidiaries toSubsidiaries, upon reasonable notice, to afford Parent and Sub, the Purchasers and their respective employees, counsel, accountants, financial advisors, consultants and other authorized representatives, reasonable access during normal business hours to the officers, directors, employees, accountants, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of the affairs of the Company and its Subsidiaries. The Verizon Selling Shareholders and Vodafone shall use their commercially reasonable efforts to cause the Company shall to furnish promptly to Parent and Sub (a) a copy of each report, schedule, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (b) Purchasers all other information concerning its or its Subsidiaries' business, properties and personnel as Parent and Sub the Purchasers may reasonably request. The Company agrees to cause its officers ; provided that such investigation and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub assistance shall from time to time reasonably request. Parent shall have not unreasonably disrupt the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with the ordinary course operation operations of the Company and or its Subsidiaries. Notwithstanding the foregoing, the Verizon Selling Shareholders and Vodafone shall not be completed no later than July 15required to cause the Company to furnish any information pursuant to this Section 7.1 if the Company believes that not furnishing such information is reasonably necessary to comply with applicable law, 1999 and preserve attorney-client privilege and/or prevent a breach of or default under any Contract to which the Company or any of its Subsidiaries is a party. Neither the Verizon Selling Shareholders nor Vodafone makes or shall be conducted by an environmental consulting firm mutually acceptable make any representation or warranty with respect to Parent any information made available or furnished pursuant to this Section 7.1 and the CompanyPurchasers hereby agree that the information made available or furnished pursuant to this Section 7.1 shall not constitute the basis for any claim of breach of any representation, warranty, covenant or obligation of the Verizon Selling Shareholders or their Affiliates or the Verizon Selling Shareholders' or their Affiliates' respective officers, directors, representatives and agents, or of Vodafone or its Affiliates or Vodafone's or its Affiliates' respective officers, directors, representatives or agents.

Access to Information Concerning Properties and Records. During Subject to the inability of the Company to provide Parent and Sub access to confidentiality agreements in standard form relating to potential acquisition or business combination transactions by which the Company or any of its Subsidiaries is bound, during the period commencing on the date hereof and ending on the Effective Dateearlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 8.1 hereof, the Company shall, and shall cause each of its Subsidiaries to, upon reasonable notice, afford Parent and Sub, Sub and their respective employees, counsel, accountants, consultants and other authorized representatives, reasonable access during normal business hours to the officers, directors (other than "non-management" directors), employees, -------------- accountants, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall reasonably desire of the affairs of the Company and its Subsidiaries; provided, however, that such investigation shall not affect the representations -------- ------- and warranties made by the Company in this Agreement. The Company shall furnish promptly to Parent and Sub (ax) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (by) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent and Sub may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub shall from time to time reasonably request. Parent shall have the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with the ordinary course operation of the Company and its Subsidiaries, shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable to Parent and the Company.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the Effective earliest of (i) the Closing Date, (ii) the date on which this Agreement is terminated pursuant to Section 10.1 hereof and (iii) July 18, 2002, the Company shall, and shall cause each of its Subsidiaries to, upon reasonable notice, afford Parent and SubParent, and their respective Parent's counsel, accountants, consultants consultants, financing sources and other authorized representatives, reasonable access during normal business hours to its and the employeesCompany's Subsidiaries' executive officers, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire reasonably deem necessary of the affairs of the Company Company's and its Subsidiaries' affairs, including, without limitation, operational, market, financial, legal, environmental, building and mechanical inspections (including, without limitation, subsurface or other physically invasive investigations) and title and survey due diligence; such investigation shall not, however, affect the representations and warranties made by the Company in this Agreement, provided, however, that if as of July 18, 2002 or any date thereafter it has come to the attention of Parent that there has been a breach by the Company of a representation, warranty or covenant hereunder, the date set forth in clause (iii) shall be extended for so long as, and only to the extent necessary for, Parent to continue to investigate the matters causing or otherwise relating to any such breach or, if later, any Cure Period relating to such breach and provided, further, that all such access shall be reinstated promptly upon Consummation of the Offer. The Company shall furnish promptly to Parent and Sub Purchaser (ax) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal Puerto Rico, federal, state or state foreign securities laws Laws and (by) all other information concerning its the Company's or its Subsidiaries' business, properties and personnel as Parent and Sub or Purchaser may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub or Purchaser shall from time to time reasonably request. Parent and Purchaser shall have make all reasonable efforts to minimize any disruption to the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with the ordinary course operation businesses of the Company and its SubsidiariesSubsidiaries which may result from the requests made hereunder. The foregoing provisions of this Section 8.1 shall not require the Company or any of its Subsidiaries to disclose any information the disclosure of which in the reasonable good faith judgment of the Company after consultation with outside counsel would (i) violate any applicable antitrust or competition Law or (ii) violate any contractual obligation of the Company or its Subsidiaries to any third party to maintain the confidentiality of such information; provided, however, that with respect to any information covered by this clause (ii), the Company shall use commercially reasonable efforts to obtain the consent of any such third party to such disclosure; provided, further, however that this clause (ii) shall not limit or restrict any obligation of the Company to disclose information to Parent pursuant to Section 8.5 or Section 10.1(c)(i). All information exchanged pursuant to this Section 8.1 shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable subject to Parent and the CompanyConfidentiality Agreement.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the Effective Closing Date, the Company shall, and shall cause each of its Subsidiaries to, upon reasonable notice, (i) afford Parent and SubPurchaser, and their respective its counsel, accountants, funding sources, consultants and other authorized representativesrepresentative (collectively, reasonable "Purchaser's Representatives"), full access during normal business hours to the employees, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of the affairs of the Company and its Subsidiaries. The Company shall ; (ii) furnish promptly to Parent and Sub (a) a copy of each report, schedule, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws Purchaser and (b) all other information concerning its or its Subsidiaries' businessthe Purchaser's Representatives such financial, properties and legal, technical, personnel as Parent and Sub may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to as such inquiries as Parent and Sub shall from time to time Persons may reasonably request. Parent shall have ; and (iii) instruct the rightCompany's employees, at its sole cost counsel, auditors and expensefinancial and industry advisors to cooperate with the Purchaser and the Purchaser's Representatives in their preparation of any materials for presentations or submissions to rating agencies, consent solicitations of bond holders, syndication of replacement credit facilities in connection with the Recapitalization or other activities reasonably related to conduct a Phase I environmental assessment in accordance with ASTM standards of consummating the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment")transactions contemplated hereby; provided, that such investigation and assistance shall not unreasonably disrupt the Phase I Assessment shall be conducted only during regular business hours personnel and in a manner that will not interfere in any significant respect with the ordinary course operation operations of the Company and its Subsidiaries. In addition, for each month, beginning July 31, 1999, the Company shall provide Purchaser with an unaudited consolidated balance sheet and the related unaudited consolidated statement of operations, changes in stockholders' equity and cash flows for the month then ended when and as such statements are made available to the Company's senior management (the "Monthly Financial Statements"). The Monthly Financial Statements, except as indicated therein, shall be completed no later than July 15, 1999 prepared in accordance with GAAP applied on a basis consistent with the Financial Statements except that they need not contain footnotes and shall will be conducted by an environmental consulting firm mutually acceptable subject to Parent and the Companyyear end adjustments.

Access to Information Concerning Properties and Records. (a) During the period commencing on the date hereof and ending on at the Effective Dateearlier of (i) the Closing and (ii) the termination of this Agreement pursuant to Section 8.1 [(Termination)], except as prohibited by applicable Law, the Company shall, and shall cause each of its the Company Subsidiaries to, upon reasonable noticeprior notice and during regular business hours, afford Parent Purchaser and Sub, and their respective counsel, accountants, consultants and other authorized representatives, its Representatives reasonable access during normal business hours to the employeesRepresentatives, material properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of the affairs of the Company and its Subsidiaries. The Company shall furnish promptly Subsidiaries to Parent and Sub (a) a copy of each report, schedule, registration statement the extent reasonably necessary for Purchaser to familiarize itself with such properties and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (b) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent and Sub may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub shall from time to time reasonably request. Parent shall have the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment")matters; provided, that (x) such access shall not unreasonably disrupt the Phase I Assessment operations of the Company or its Subsidiaries and Purchaser shall use its commercially reasonable efforts to minimize any such disruption, (y) such access shall be conducted only during regular business hours in compliance with, and subject to, all applicable safety requirements of Seller, the Company, and the Company Subsidiaries, including with respect to COVID-19 and those imposed in connection with any civil unrest, and (z) the Company shall be entitled to have representatives present in connection with all such access. Notwithstanding anything to the contrary contained in this Agreement, the Company and/or the Company Subsidiaries shall not be required to (A) provide any information or access that the Company reasonably believes could violate applicable Law, including Antitrust Laws and data protection Laws, rules or regulations or the terms of any applicable confidentiality obligation or cause forfeiture of attorney-client privilege (provided, that in the event that the restrictions in this clause (A) apply, the Company shall notify Purchaser of any such restrictions and the request to which they apply and thereafter, the Company shall use commercially reasonable efforts to provide or cause to be provided to Purchaser such access or information in a manner that will would not interfere be reasonably likely, in the reasonable determination of the Company’s counsel, to result in any significant respect such violation or forfeiture), (B) provide any information relating to the sale process, bids received from other Persons in connection with the ordinary course operation transactions contemplated by this Agreement and information and analysis (including financial analysis) relating to such bids, or (C) conduct, or permit Purchaser or any of its Representatives to conduct, any Phase I or Phase II environmental site assessment or investigation or other environmental sampling relating to any real property owned by or leased to the Company and/or the Company Subsidiaries. Purchaser acknowledges and agrees that notwithstanding anything to the contrary in this Agreement, all documents, materials, communications, analyses and other information relating to the sale process, and bids received from Purchaser and other Persons in connection with the transactions contemplated by this Agreement that are in the possession of Seller, the Company or any of their respective Subsidiaries as of the date hereof and through the Closing will be transferred to Seller prior to or as of the Closing and Seller shall not be required to grant access to such documents, materials and other information to Purchaser or any of their respective Affiliates at any time, and such documents, materials and other information shall not be deemed Confidential Information. Prior to any entry upon or physical inspection of any location pursuant to this Section 6.1, Purchaser shall execute and deliver to the Company an access and its Subsidiaries, shall indemnity agreement in a commercially reasonable form to be completed no later than July 15, 1999 provided by the Company promptly after the date hereof and shall be conducted by an environmental consulting firm mutually provide evidence of liability insurance coverage reasonably acceptable to Parent and the Company.

Access to Information Concerning Properties and Records. CONFIDENTIALITY. During the period commencing on the date hereof and ending on the Effective Closing Date, the Company shall, Seller shall and shall cause each of its the Companies and the Subsidiaries to, upon reasonable noticerequest, afford Parent and Subto the Buyer, and their respective its counsel, accountants, consultants engineers, appraisers and other authorized representatives, representatives and its lenders reasonable access during normal business hours to the employees, properties, books equipment, books, accounts, contracts, documents and records of the Company Companies, the Subsidiaries and the Stations, their businesses and properties, to the extent that doing so does not materially disrupt or interfere with the operations of the Stations, and the Companies shall, within a reasonable period of time, furnish or cause to be furnished to the Buyer and its Subsidiaries in order that they may have representatives all existing data and information concerning the opportunity to make such investigations as they shall desire business and properties of the affairs of Stations as the Company and its Subsidiaries. The Company shall furnish promptly to Parent and Sub (a) a copy of each report, schedule, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (b) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent and Sub Buyer may reasonably request. Without limiting the generality of the foregoing, the Buyer shall be given such access to the financial records of the Companies as is necessary for the Buyer to satisfy itself as to the form and substance of the Closing Balance Sheet. All requests for information shall be submitted only to Xxxx XxXxxx, Xxxxx Xxxxxxx, Xxxxxxx Xxxxxxxxx, Xxxxxx Xxxxxxx or Xxxxxxx Xxxxxxx & Xxxxxxxx. The Buyer will not initiate or maintain contact with any employee of the Seller, the Companies or the Subsidiaries without the Seller's prior consent, such consent not to be unreasonably withheld or delayed. Prior to the Closing, the Seller will also provide the Buyer with a complete and correct list containing the names of each bank in which each Company agrees and the Subsidiary has an account or safe deposit or lock box, the account or box number, as the case may be, and the name of every person authorized to draw thereon or having access thereto. Subject to Section 5.4(c), the Buyer shall keep, and shall cause its officers agents, attorneys, employees and employees representatives to furnish such additional financial and operating data and other keep, confidential all information and respond to such inquiries as Parent and Sub shall from time to time reasonably request. Parent shall have the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with the ordinary course operation of the Company and its Subsidiaries, shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable to Parent and the Company.obtained by

Access to Information Concerning Properties and Records. During (a) Subject to Section 6.2, during the period commencing on the date hereof and ending on the Effective Dateearlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 8.1, the Company Sellers shall, and shall cause each of its the Company and the Company Subsidiaries to, upon reasonable noticenotice to Sellers’ Representative, afford Parent Purchaser and Sub, and their respective counsel, accountants, consultants and other authorized representativesits Representatives, reasonable access during normal business hours to the employeesRepresentatives, auditors, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of the affairs of the Company and its Subsidiaries. The Company Subsidiaries and, during such period, Sellers shall furnish promptly to Parent and Sub (a) a copy of each report, schedule, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (b) Purchaser all other information concerning its or its Subsidiaries' businessthe Business, properties and personnel as Parent and Sub Purchaser may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub shall from time to time reasonably request. Parent shall have the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that Sellers’ Representative or the Phase I Assessment Company or any Company Subsidiary may restrict the foregoing access to the extent that in the reasonable judgment of Sellers’ Representative, any Law applicable to the Company requires it or the Company Subsidiaries to restrict such access to any of its Assets, information or personnel; and provided, further, that such access shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with unreasonably disrupt the ordinary course operation operations of the Company and or any of the Company Subsidiaries. Notwithstanding anything to the contrary contained in this Agreement, none of Sellers, the Company or any Company Subsidiary shall be required to (i) provide any information or access that Sellers’ Representative or the Company reasonably believes could violate applicable Law, including Antitrust Laws, rules or regulations or the terms of any confidentiality agreement or cause forfeiture of attorney/client privilege or (ii) conduct, or permit Purchaser or any of its Representatives to conduct, any invasive Phase I environmental site assessment, Phase II investigation or any other physical environmental soil or groundwater sampling or investigation or any sampling, testing or investigation of air emissions, wastewater, drinking water, or any substance or material on, at, under or relating to the Assets or the Business or any real property owned by or leased to the Company, any Company Subsidiaries and/or any Mexico Subsidiaries, shall be completed no later than July 15provided, 1999 and shall be conducted by an however, that in all other respects Purchaser may continue its environmental consulting firm mutually acceptable to Parent and the Companydue diligence based upon documents provided under this Section 6.1(a) or which are otherwise publicly available.

Access to Information Concerning Properties and Records. (a) During the period commencing on the date hereof and ending on the earlier of (i) the date on which the Effective DateTime occurs and (ii) the date on which this Agreement is terminated pursuant to Section 8.1, the Company shall, and shall cause each of its the Company Subsidiaries to, upon reasonable notice, afford Parent and Sub, Merger Sub and their respective counsel, accountants, consultants and other authorized representativesRepresentatives, reasonable access during normal business hours to the officers, directors, employees, accountants, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of the affairs of the Company and its Subsidiaries. The Subsidiaries and, during such period, the Company shall furnish promptly to Parent and Merger Sub (a) a copy of each report, schedule, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (b) all other information concerning its or its the Company Subsidiaries' ’ business, properties and personnel as Parent and Merger Sub may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub shall from time to time reasonably request. Parent shall have the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment Company may restrict the foregoing access to the extent that in the reasonable judgment of the Company, any Law applicable to the Company requires it or the Company Subsidiaries to restrict access to any of its business, properties, information or personnel; and provided, further, that such access shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with unreasonably disrupt the ordinary course operation operations of the Company or any of the Company Subsidiaries. Notwithstanding anything to the contrary contained in this Agreement, the Company and/or the Company Subsidiaries shall not be required to (A) provide any information or access that the Company reasonably believes could violate applicable Law, including Antitrust Laws, HIPAA Requirements and its Subsidiariesdata protection Laws, shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable to Parent and rules or regulations or the terms of any confidentiality agreement or cause forfeiture of attorney/client privilege or (B) without the Company’s prior written consent, which should not be unreasonably withheld, conditioned or delayed, conduct, or permit Parent, Merger Sub or any of their Representatives to conduct, any Phase II investigation or other environmental sampling relating to any real property owned by or leased to the Company and/or the Company Subsidiaries.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the Effective Dateearlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 10.1 hereof, the Company shall, and shall cause each of its Subsidiaries to, upon reasonable notice, afford Parent and SubParent, and their respective Parent's counsel, accountants, consultants consultants, financing sources and other authorized representatives, reasonable access during normal business hours to its and the employeesCompany's Subsidiaries' executive officers, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire reasonably deem necessary of the affairs of the Company Company's and its Subsidiaries' affairs; such investigation shall not, however, affect the representations and warranties made by the Company in this Agreement. The Company shall furnish promptly to Parent and Sub Purchaser (ax) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal federal, state or state foreign securities laws Laws and (by) all other information concerning its the Company's or its Subsidiaries' business, properties and personnel as Parent and Sub or Purchaser may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub or Purchaser shall from time to time reasonably request. Parent and Purchaser shall have make all reasonable efforts to minimize any disruption to the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with the ordinary course operation businesses of the Company and its SubsidiariesSubsidiaries which may result from the requests made hereunder. The foregoing provisions of this Section 8.1 shall not require the Company or any of its Subsidiaries to disclose any information the disclosure of which in the reasonable good faith judgment of the Company after consultation with outside counsel would (i) violate any applicable antitrust or competition law or (ii) violate the contractual obligation of the Company or its Subsidiary to any third party to maintain the confidentiality of such information; provided, however, that with respect to any information covered by this clause (ii), the Company shall use reasonable best efforts to obtain the consent of any such third party to such disclosure; provided, further, however that this clause (ii) shall not limit or restrict any obligation of the Company to disclose information to Parent pursuant to Section 8.5 or Section 10.1(c)(i). All information exchanged pursuant to this Section 8.1 shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable subject to Parent and the CompanyConfidentiality Agreement.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the Effective earliest of (i) the Closing Date, (ii) the date on which this Agreement is terminated pursuant to Section 10.1 hereof and (iii) July 18, 2002, the Company shall, and shall cause each of its Subsidiaries to, upon reasonable notice, 35 of 56 afford Parent and SubParent, and their respective Parent's counsel, accountants, consultants consultants, financing sources and other authorized representatives, reasonable access during normal business hours to its and the employeesCompany's Subsidiaries' executive officers, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire reasonably deem necessary of the affairs of the Company Company's and its Subsidiaries' affairs, including, without limitation, operational, market, financial, legal, environmental, building and mechanical inspections (including, without limitation, subsurface or other physically invasive investigations) and title and survey due diligence; such investigation shall not, however, affect the representations and warranties made by the Company in this Agreement, provided, however, that if as of July 18, 2002 or any date thereafter it has come to the attention of Parent that there has been a breach by the Company of a representation, warranty or covenant hereunder, the date set forth in clause (iii) shall be extended for so long as, and only to the extent necessary for, Parent to continue to investigate the matters causing or otherwise relating to any such breach or, if later, any Cure Period relating to such breach and provided, further, that all such access shall be reinstated promptly upon Consummation of the Offer. The Company shall furnish promptly to Parent and Sub Purchaser (ax) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal Puerto Rico, federal, state or state foreign securities laws Laws and (by) all other information concerning its the Company's or its Subsidiaries' business, properties and personnel as Parent and Sub or Purchaser may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub or Purchaser shall from time to time reasonably request. Parent and Purchaser shall have make all reasonable efforts to minimize any disruption to the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that the Phase I Assessment shall be conducted only during regular business hours and in a manner that will not interfere in any significant respect with the ordinary course operation businesses of the Company and its SubsidiariesSubsidiaries which may result from the requests made hereunder. The foregoing provisions of this Section 8.1 shall not require the Company or any of its Subsidiaries to disclose any information the disclosure of which in the reasonable good faith judgment of the Company after consultation with outside counsel would (i) violate any applicable antitrust or competition Law or (ii) violate any contractual obligation of the Company or its Subsidiaries to any third party to maintain the confidentiality of such information; provided, however, that with respect to any information covered by this clause (ii), the Company shall use commercially reasonable efforts to obtain the consent of any such third party to such disclosure; provided, further, however that this clause (ii) shall not limit or restrict any obligation of the Company to disclose information to Parent pursuant to Section 8.5 or Section 10.1(c)(i). All information exchanged pursuant to this Section 8.1 shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable subject to Parent and the CompanyConfidentiality Agreement.

Access to Information Concerning Properties and Records. (a) During the period commencing on from the date hereof of this Agreement through and ending on including the Effective earlier of (i) the date this Agreement is terminated in accordance with Section 9.1 and (ii) the Closing Date, the Company Seller shall, and shall cause each of its Subsidiaries to, upon reasonable noticeprior notice and during regular business hours, afford Parent Purchaser and Sub, and their respective counsel, accountants, consultants and other authorized representatives, its Representatives reasonable access during normal business hours to the employeespersonnel, properties, books and records of the Company Seller and its Subsidiaries in order that they may have relating to the opportunity Terminal Operations, the Purchased Assets and the Assumed Liabilities to make the extent Purchaser reasonably believes necessary or advisable to familiarize itself with such investigations as they shall desire properties (including for purposes of 42 performing American Land Title Association surveys of the affairs of the Company Owned Real Property) and its Subsidiaries. The Company other matters and, during such period, Seller shall furnish promptly to Parent and Sub (a) a copy of each report, schedule, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (b) Purchaser all other information concerning its or its Subsidiaries' business, properties and personnel as Parent and Sub may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries concerning the Terminal Operations as Parent and Sub shall from time to time Purchaser may reasonably request. Parent shall have the right, at its sole cost and expense, to conduct a Phase I environmental assessment in accordance with ASTM standards of the properties listed on Schedule 3.01 and review of compliance with applicable Environmental Laws for such properties (the "Phase I Assessment"); provided, that Seller may restrict the Phase I Assessment foregoing access to the extent that in the reasonable judgment of Seller, any applicable Law requires it to restrict such access; and provided, further, that such access shall not unreasonably disrupt the operations of Seller or any of its Subsidiaries. Notwithstanding anything to the contrary contained in this Agreement, neither Seller nor any of its Subsidiaries shall be conducted only during regular business hours and in a manner required to (x) provide any information or access that will not interfere in Seller reasonably believes could violate applicable Law, including Antitrust Laws, rules or regulations or the terms of any significant respect with Contract or cause the ordinary course operation waiver of attorney/client or similar privilege or (y) conduct, or permit Purchaser or any of its Representatives, without the Company and express written permission of Seller, to conduct any Phase II investigation or other environmental air, soil, surface water or groundwater investigation, sampling or analysis on or relating to any real property owned by or leased to Seller and/or its Subsidiaries, shall be completed no later than July 15, 1999 and shall be conducted by an environmental consulting firm mutually acceptable to Parent and the Company.