Document Return or Disposition Sample Clauses

Document Return or Disposition. In the event the Acquisition fails to close on or before the Closing Date specified in Section 2.3 above, unless otherwise agreed to in a writing signed by the Parties, the Parties shall (i) immediately return to each other all files and materials made available by each other or their respective attorneys or agents under Section 2.1 and Section 2.2 hereof or otherwise under this Agreement (together with all copies of such files and materials made by the Parties or their respective attorneys or agents, expressly excluding any materials containing information protected by attorney-client privilege, attorney work product, or any other applicable privilege), (ii) immediately destroy and discard, or cause to be destroyed or discarded, all notes, memoranda, analyses, opinions, recordings, and any other written or recorded information or media prepared by the Parties or their respective attorneys or agents (including materials containing information protected by attorney-client privilege, attorney work product, or any other applicable privilege), and (iii) Certificate of Incorporation, Articles of Association, Financial Statements, SEC Filings, State Corporate Filings, State and Federal Tax Filings, Corporate Record Book, Approvals, Stock Certificates as a result of, or in connection with, the review by the Parties of any non-public files or materials made available by the Parties to each other under Section 2.1 and Section 2.2 hereof or otherwise under this Agreement.