Common use of Agreement for Exchange of Information; Archives Clause in Contracts

Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE and AAMC, on behalf of its Group, agrees to provide, or cause to be provided, to the other Group, at any time before the Distribution Date or until the sixth anniversary thereof, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such Group that the requesting Party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group (including under applicable securities or tax laws) by a Governmental Authority having jurisdiction over the requesting Party or such member, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party to this Agreement has against the other, or (iii) to comply with its obligations under this Agreement or any Ancillary Agreement; provided, however, that in the event that either Party determines that any such provision of Information could be commercially detrimental, violate any law or agreement or waive any attorney-client privilege, the Parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 3 contracts

Samples: Separation Agreement (Altisource Asset Management Corp), Separation Agreement (Altisource Portfolio Solutions S.A.), Separation Agreement (Altisource Asset Management Corp)

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Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE OCWEN and AAMCALTISOURCE, on behalf of its Group, agrees to provide, or cause to be provided, to the other Group, at any time before the Distribution Date or until the sixth anniversary thereof, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such Group that the requesting Party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group (including under applicable securities or tax laws) by a Governmental Authority having jurisdiction over the requesting Party or such member, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party to this Agreement has against the other, or (iii) to comply with its obligations under this Agreement or any Ancillary Agreement; provided, however, that in the event that either Party determines that any such provision of Information could be commercially detrimental, violate any law or agreement or waive any attorney-client privilege, the Parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 3 contracts

Samples: Separation Agreement (Ocwen Financial Corp), Separation Agreement (Altisource Portfolio Solutions S.A.), Separation Agreement (Altisource Portfolio Solutions S.A.)

Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE and AAMCResidential, on behalf of its Group, agrees to provide, or cause to be provided, to the other Group, at any time before the Distribution Date or until the sixth anniversary thereof, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such Group that the requesting Party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group (including under applicable securities or tax laws) by a Governmental Authority having jurisdiction over the requesting Party or such member, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party to this Agreement has against the other, or (iii) to comply with its obligations under this Agreement or any Ancillary Agreement; provided, however, that in the event that either Party determines that any such provision of Information could be commercially detrimental, violate any law or agreement or waive any attorney-client privilege, the Parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 3 contracts

Samples: Separation Agreement (Altisource Residential Corp), Separation Agreement (Altisource Portfolio Solutions S.A.), Separation Agreement (Altisource Residential Corp)

Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE Helix and AAMCCal Dive, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution Date or until the sixth anniversary thereofClosing Date, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such respective Group that which the requesting Party party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group party (including under applicable securities or tax lawsLaws) by a Governmental Authority having jurisdiction over the requesting Party or such memberparty, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding or in order to satisfy audit, accounting, claimsclaim, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party party to this Agreement has against the other, or (iii) subject to the foregoing clause (ii), to comply with its obligations under this Agreement or any Ancillary AgreementTransaction Document; provided, however, that in the event that either Party any party reasonably determines that any such provision of Information could be commercially detrimental, violate any law Law or agreement agreement, or waive any attorney-client privilege, the Parties parties shall take all commercially reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 2 contracts

Samples: Master Agreement (Cal Dive International, Inc.), Master Agreement (Cal Dive International, Inc.)

Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE CCU and AAMCEntertainment, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution Date or until the sixth anniversary thereofDate, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such respective Group that which the requesting Party party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group party (including under applicable securities or tax lawsLaws) by a Governmental Authority having jurisdiction over the requesting Party or such memberparty, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding or in order to satisfy audit, accounting, claimsclaim, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party party to this Agreement has against the other, or (iii) subject to the foregoing clause (ii), to comply with its obligations under this Agreement or any Ancillary AgreementTransaction Document; provided, however, that in the event that either Party any party reasonably determines that any such provision of Information could be commercially detrimental, violate any law Law or agreement agreement, or waive any attorney-client privilege, the Parties parties shall take all commercially reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 2 contracts

Samples: Master Separation and Distribution Agreement (CCE Spinco, Inc.), Master Separation and Distribution Agreement (CCE Spinco, Inc.)

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Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE CCU and AAMCOutdoor, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution Date or until the sixth anniversary thereofClosing Date, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such respective Group that which the requesting Party party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group party (including under applicable securities or tax lawsLaws) by a Governmental Authority having jurisdiction over the requesting Party or such memberparty, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding or in order to satisfy audit, accounting, claimsclaim, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party party to this Agreement has against the other, or (iii) subject to the foregoing clause (ii), to comply with its obligations under this Agreement or any Ancillary AgreementTransaction Document; provided, however, that in the event that either Party any party reasonably determines that any such provision of Information could be commercially detrimental, violate any law Law or agreement agreement, or waive any attorney-client privilege, the Parties parties shall take all commercially reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 2 contracts

Samples: Master Agreement (Clear Channel Outdoor Holdings, Inc.), Master Agreement (Clear Channel Outdoor Holdings, Inc.)

Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE Lucent and AAMCAvaya, on behalf of its respective Group, agrees to provide, or cause to be provided, to the each other Group, at any time before or after the Distribution Date or until the sixth anniversary thereofDate, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such respective Group that which the requesting Party party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group party (including under applicable securities or tax laws) by a Governmental Authority having jurisdiction over the requesting Party or such memberparty, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding or in order to satisfy audit, accounting, claims, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party party to this Agreement has against the other, other or (iii) subject to clause (ii) above, to comply with its obligations under this Agreement, any Ancillary Agreement or any Ancillary AgreementAvaya OFL; provided, however, that in the event that either Party any party determines that any such provision of Information could be commercially detrimental, violate any law or agreement agreement, or waive any attorney-client privilege, the Parties parties shall take all reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 1 contract

Samples: Contribution and Distribution Agreement (Avaya Inc)

Agreement for Exchange of Information; Archives. (a) Each of ALTISOURCE Alon USA and AAMCBrands, on behalf of its respective Group, agrees to provide, or cause to be provided, to the other Group, at any time before or after the Distribution Date or until the sixth anniversary thereofClosing Date, as soon as reasonably practicable after written request therefor, any Information in the possession or under the control of such respective Group that which the requesting Party party reasonably needs (i) to comply with reporting, disclosure, filing or other requirements imposed on the requesting Party or any member of its Group party (including under applicable securities or tax lawsLaws) by a Governmental Authority having jurisdiction over the requesting Party or such memberparty, (ii) for use in any other judicial, regulatory, administrative, tax or other proceeding (except in the case of an adversarial Action by one or more members of one Group against one or more members of the other Group) or in order to satisfy audit, accounting, claimsclaim, regulatory, litigation, tax or other similar requirements, in each case other than claims or allegations that one Party to this Agreement has against the other, or (iii) to comply with its obligations under this Agreement or any Ancillary AgreementTransaction Document; provided, however, that in the event that either Party any party reasonably determines that any such provision of Information could be commercially detrimental, violate any law Law or agreement agreement, or waive any attorney-client privilege, the Parties parties shall take all commercially reasonable measures to permit the compliance with such obligations in a manner that avoids any such harm or consequence.

Appears in 1 contract

Samples: Master Agreement (Alon Brands, Inc.)

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