Common use of Access to Premises and Information Clause in Contracts

Access to Premises and Information. (a) During the Pre-Closing Period, the Company shall, subject to prior review and approval of the Company’s antitrust counsel, permit Parent and its Affiliates and their respective Representatives, at Parent’s expense, to have reasonable access (at reasonable times and upon reasonable notice) to Representatives of the Company and to the premises, properties (excluding for the purposes of environmental inspection), books, records (including Tax records) and Contracts of the Acquired Companies and shall furnish promptly such information concerning the businesses, properties and personnel of the Acquired Companies as Parent shall reasonably request; provided that the Acquired Companies shall not be required to provide access or to disclose information if such access or disclosure (i) would reasonably be expected to jeopardize the privilege of the Acquired Companies with respect to attorney-client communications or attorney work product, (ii) relates to information or materials required to be kept confidential by applicable Law or Contracts, (iii) relates to information or materials that relate to the proposed sale of the business of the Acquired Companies or the negotiation, execution and delivery of this Agreement or (iv) would violate applicable Law (other than Federal Cannabis Laws); provided, however, that the Company will notify Parent in reasonable detail of the circumstances giving rise to any non-disclosure pursuant to the foregoing and will permit disclosure of such information in the cases of the foregoing clauses (i) and (ii), to the extent possible, in a manner consistent with privilege, the applicable Contracts or applicable Law. The information provided pursuant to this Section 6.5(a) shall be used solely for the purpose of the Contemplated Transactions, and such information shall be kept confidential by Parent in accordance with the terms and conditions of the Confidentiality Agreement.

Access to Premises and Information. (a) During the Pre-Closing Period, the Company shall, subject to prior review and approval of the Company’s antitrust counsel, shall permit Parent and its Affiliates and their respective Representatives, at Parent’s expense, to have reasonable access (at reasonable times and upon reasonable notice) to Representatives of the Company and to the premises, properties (excluding for the purposes of environmental inspection), books, records (including Tax records) and Contracts of the Acquired Companies and shall furnish promptly such information concerning the businesses, properties and personnel of the Acquired Companies as Parent shall reasonably request; , provided that the Acquired Companies shall not be required to provide access to or to disclose information if such access or disclosure (ia) would reasonably be expected to jeopardize the privilege of the Acquired Companies with respect to attorney-client communications or attorney work product, (iib) relates to information or materials required to be kept confidential by applicable Law or Contracts, (iiic) relates to information or materials that relate to the proposed sale of the business of the Acquired Companies or the negotiation, execution and delivery of this Agreement or (ivd) would violate applicable Law (other than Federal Cannabis Laws); provided, however, that the Company will notify Parent in reasonable detail of the circumstances giving rise to any non-disclosure pursuant to the foregoing and will to permit disclosure of such information in the cases of the foregoing clauses (ia) and (iib), to the extent possible, in a manner consistent with privilege, the applicable Contracts or applicable Law. The information provided pursuant to this Section 6.5(a) 6.3 shall be used solely for the purpose of the Contemplated Transactions, and such information shall be kept confidential by Parent in accordance with the terms and conditions of the Confidentiality Agreement.

Access to Premises and Information. (a) During the Pre-Closing Period, the Company shall, subject to prior review and approval of the Company’s antitrust counsel, shall permit Parent and its Affiliates and their respective Representatives, at Parent’s expense, to have reasonable access (at reasonable times and upon reasonable notice) to Representatives of the Company and to the premises, properties (excluding for the purposes of environmental inspection), books, records (including Tax records) and Contracts of the Acquired Companies and shall furnish promptly such information concerning the businesses, properties and personnel of the Acquired Companies as Parent shall reasonably request; , provided that the Acquired Companies shall not be required to provide access to or to disclose information if such access or disclosure (ia) would reasonably be expected to jeopardize the privilege of the Acquired Companies with respect to attorney-client communications or attorney work product, (iib) relates to information or materials required to be kept confidential by applicable Law or Contracts, (iiic) relates to information or materials that relate to the proposed sale of the business of the Acquired Companies or the negotiation, execution and delivery of the Original Agreement or this Agreement or (ivd) would violate applicable Law (other than Federal Cannabis Laws); provided, however, that the Company will notify Parent in reasonable detail of the circumstances giving rise to any non-non- disclosure pursuant to the foregoing and will to permit disclosure of such information in the cases of the foregoing clauses (ia) and (iib), to the extent possible, in a manner consistent with privilege, the applicable Contracts or applicable Law. The information provided pursuant to this Section 6.5(a) 6.3 shall be used solely for the purpose of the Contemplated Transactions, and such information shall be kept confidential by Parent in accordance with the terms and conditions of the Confidentiality Agreement.

Access to Premises and Information. (a) During From the Pre-Closing Perioddate of this Agreement until the Closing, or the earlier termination of this Agreement in accordance with Article X, to the extent permitted by Applicable Law, the Company shall, subject to prior review and approval of the Company’s antitrust counsel, Target Companies shall permit Parent and its Affiliates and their respective Representatives, at Parent’s expense, Buyer to have reasonable access (at reasonable times and upon reasonable noticenotice and subject to any restrictions contained in confidentiality agreements to which any Target Company is subject) to Representatives employees of the Company Target Companies and to the premises, properties (excluding for the purposes of environmental inspection)properties, books, records (including Tax records) and Contracts Contractual Obligations of the Acquired Companies and shall furnish promptly such information concerning the businessesTarget Companies, properties and personnel of the Acquired Companies as Parent shall reasonably request; provided that the Acquired Companies shall not be required to provide access or to disclose information if such access or disclosure except, in each case, for (ia) would reasonably be expected to jeopardize the privilege of the Acquired Companies with respect to privileged attorney-client communications or attorney work product, (iib) relates to information or materials required to be kept confidential by applicable Applicable Law or Contractsfiduciary duty, any information that is reasonably pertinent to any litigation in which the Target Companies and Buyer are adverse parties and (iiid) relates to information or materials that relate to the proposed sale of the business Business of the Acquired Target Companies or the negotiation, execution and delivery of this Agreement or (iv) would violate applicable Law (other than Federal Cannabis Laws)the Ancillary Agreements; provided, however, that the Company will notify Parent in reasonable detail of the circumstances giving rise to any non-disclosure pursuant notwithstanding anything to the foregoing and will permit disclosure of such information in the cases of the foregoing clauses contrary contained herein, (i) none of the Target Companies, the Seller or any of their Affiliates shall be required to disclose to the Buyer or any Representative of the Buyer any consolidated, combined, affiliated, or unitary Tax Return which includes the Seller or any of its Affiliates other than the Target Companies or any work papers relating thereto; and (ii)) Buyer shall not conduct any invasive environmental testing, sampling or other invasive assessments of the premises of the Target Companies. All information and materials provided to the extent possible, in a manner consistent with privilege, the applicable Contracts or applicable Law. The information provided Buyer and/or its Representatives pursuant to this Section 6.5(a) 7.2 shall be used solely for the purpose of the Contemplated Transactions, and such information shall be kept confidential by Parent in accordance with subject to the terms and conditions of the Confidentiality Agreement.. ​