Common use of Information, Access Thereto, Confidentiality Clause in Contracts

Information, Access Thereto, Confidentiality. First Financial and its respective representatives and agents shall, on reasonable notice and during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, books and records of FSI. First Financial and its respective representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records and properties of FSI and of its financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties and other matters; provided, however, that such access or investigation shall not interfere with the normal business operations of FSI. Upon request, FSI shall furnish First Financial or its respective representatives or agents, its attorneys' responses to external auditors requests for information, management letters received from its external auditors and such financial, loan and operating data and other information reasonably requested by First Financial which has been or is developed by FSI, its auditors, accountants or attorneys (provided with respect to attorneys, such disclosure would not result in the waiver by FSI of any claim of attorney-client privilege), and will permit First Financial and its respective representatives or agents to discuss such information directly with any individual or firm performing auditing or accounting functions for FSI, and such auditors and accountants shall be directed to furnish copies of any reports or financial information as developed to First Financial or its respective representatives or agents. No investigation by First Financial shall affect the representations and warranties made by FSI herein. First Financial shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the Merger. Any confidential information or trade secrets received by First Financial or its representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall be treated confidentially, and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial or, at FSI's request, returned to FSI in the event this Agreement is terminated as provided in Section 8 hereof. This Section 5.11 shall not require the disclosure of any information to First Financial which would be prohibited by law.

Information, Access Thereto, Confidentiality. First Financial MainSource and its respective representatives and agents shall, on reasonable notice and at all times during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, books and records of FSIPeoples. First Financial MainSource and its respective representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records and properties of FSI Peoples and the Bank and of its financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties and other matters; provided, however, that such access or investigation shall not interfere unnecessarily with the normal business operations of FSIPeoples. Upon request, FSI shall Peoples will furnish First Financial MainSource or its respective representatives or agents, its their attorneys' responses to external auditors requests for information, management letters received from its their external auditors and such financial, loan and operating data and other information reasonably requested by First Financial MainSource which has been or is developed by FSIPeoples, its auditors, accountants or attorneys (provided with respect to attorneys, such disclosure would not result in the waiver by FSI Peoples of any claim of attorney-client privilege), and will permit First Financial and MainSource or its respective representatives or agents to discuss such information directly with any individual or firm performing auditing or accounting functions for FSIPeoples, and such auditors and accountants shall will be directed to furnish copies of any reports or financial information as developed to First Financial MainSource or its respective representatives or agents. No investigation by First Financial MainSource shall affect the representations and warranties made by FSI Peoples herein. First Financial shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the Merger. Any confidential information or trade secrets received by First Financial MainSource or its representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall will be treated confidentially, and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial MainSource or, at FSI's Peoples' request, returned to FSI Peoples in the event this Agreement is terminated as provided in Section 8 9 hereof. This Section 5.11 shall 6.09 will not require the disclosure of any information to First Financial MainSource which would be prohibited by law. The ability of MainSource to consult with any tax advisor (including a tax advisor independent from all other entities involved in the transactions contemplated hereby) shall not be limited by this Agreement in any way, provided that any such tax advisor is otherwise subject to and is bound by this Section 6.09. Notwithstanding anything herein to the contrary (other than the preceding sentence), except as reasonably necessary to comply with applicable securities laws, MainSource (and each employee, representative or agent of MainSource) may disclose to any and all persons, without limitation of any kind, the tax treatment (as defined in Treas. Reg. Section 1.6011-4) of the transactions contemplated hereby and all materials of any kind (including opinions or other tax analyses) that are or have been provided to MainSource relating to such tax structure, provided that, in the case of any materials that contain information other than the tax treatment or tax structure of the transactions contemplated hereby (including, but not limited to, any information relating to the pricing or any cost of the transactions contemplated hereby or the identity of any party to the transactions contemplated hereby), this sentence shall apply to such materials only to the extent that such materials contain the tax treatment or tax structure of the transactions contemplated hereby and MainSource shall take all action necessary to prevent the disclosure of such other information as otherwise provided herein. The immediately preceding sentence shall not be effective until the earliest of (a) the date of the public announcement of discussions relating to any of the transactions contemplated hereby, (b) the date of the public announcement of any of the transactions contemplated hereby or (c) the date of the execution of an agreement, with or without conditions, to enter into any of the transactions contemplated hereby.

Information, Access Thereto, Confidentiality. First Financial Blue River and its respective representatives and agents shall, on reasonable notice and during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, reports, books and records of FSIUBC. First Financial Blue River and its respective representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records and properties of FSI UBC and of its financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties and other mattersmatters (including matters relating to the Sarbanes-Oxley Act of 2002, as amended); provided, however, that such access or investigation xxxxxx xx xxxxstigation shall not interfere with the normal business operations of FSIUBC. Upon request, FSI UBC shall furnish First Financial Blue River, or its respective representatives or agents, its their attorneys' responses to external auditors requests for information, management letters received from its their external auditors and such financial, loan and operating data and other information reasonably requested by First Financial Blue River which has been or is developed by FSIUBC, its their auditors, accountants or attorneys (provided with respect to attorneys, such disclosure would not result in the waiver by FSI UBC of any claim of attorney-client privilege), and will permit First Financial Blue River and its respective representatives or agents to discuss such information directly with any individual or firm performing auditing or accounting functions for FSIUBC, and such auditors and accountants shall be directed to furnish copies of any reports or financial information as developed to First Financial Blue River or its respective representatives or agents. No investigation by First Financial Blue River shall affect the representations and warranties made by FSI Unified herein. First Financial Blue River shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the MergerTransaction. Any confidential information or trade secrets received by First Financial Blue River or its representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall be treated confidentially, confidentially and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial or, at FSI's request, returned to FSI in accordance with the event this Confidentiality Agreement is terminated (as provided defined in Section 8 8.02 hereof. This Section 5.11 shall not require the disclosure of any information to First Financial which would be prohibited by law).

Information, Access Thereto, Confidentiality. First Financial ONB and its respective representatives and agents shall, on reasonable notice and during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, books and records of FSIPermanent and the Subsidiaries. First Financial ONB and its respective representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records and properties of FSI Permanent and the Subsidiaries and of its their financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties and other matters; provided, however, that such access or investigation shall not interfere with the normal business operations of FSIPermanent and the Subsidiaries. Upon request, FSI Permanent and the Subsidiaries shall furnish First Financial ONB or its respective representatives or agents, its their attorneys' responses to external auditors requests for information, management letters received from its their external auditors and such financial, loan and operating data and other information reasonably requested by First Financial ONB which has been or is developed by FSIPermanent or any Subsidiary, its their auditors, accountants or attorneys (provided with respect to attorneys, such disclosure would not result in the waiver by FSI Permanent or any Subsidiary of any claim of attorney-client privilege), and will permit First Financial ONB and its respective representatives or agents to discuss such information directly with any individual or firm performing auditing or accounting functions for FSIPermanent and the Subsidiaries, and such auditors and accountants shall be directed to furnish copies of any reports or financial information as developed to First Financial ONB or its respective representatives or agents. No investigation by First Financial ONB shall affect the representations and warranties made by FSI Permanent herein. First Financial ONB shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the MergerMergers. Any confidential information or trade secrets received by First Financial ONB or its representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall be treated confidentially, and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial ONB or, at FSIPermanent's request, returned to FSI Permanent in the event this Agreement is terminated as provided in Section 8 9 hereof. This Section 5.11 6.09 shall not require the disclosure of any information to First Financial ONB which would be prohibited by law.

Information, Access Thereto, Confidentiality. First Financial ONB and its respective representatives and agents shall, on reasonable notice and during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, books and records of FSIHeritage and the Subsidiaries. First Financial ONB and its respective representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records and properties of FSI Heritage and the Subsidiaries and of its their financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties and other matters; provided, however, that such access or investigation shall not interfere with the normal business operations of FSIHeritage and the Subsidiaries. Upon request, FSI Heritage and the Subsidiaries shall furnish First Financial ONB or its respective representatives or agents, its their attorneys' responses to external auditors requests for information, management letters received from its their external auditors and such financial, loan and operating data and other information reasonably requested by First Financial ONB which has been or is developed by FSIHeritage or any Subsidiary, its their auditors, accountants or attorneys (provided with respect to attorneys, such disclosure would not result in the waiver by FSI Heritage or any Subsidiary of any claim of attorney-client privilege), and will permit First Financial ONB and its respective representatives or agents to discuss such information directly with any individual or firm performing auditing or accounting functions for FSIHeritage and the Subsidiaries, and such auditors and accountants shall be directed to furnish copies of any reports or financial information as developed to First Financial ONB or its respective representatives or agents. No investigation by First Financial ONB shall affect the representations and warranties made by FSI Heritage herein. First Financial ONB shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the Merger. Any confidential information or trade secrets received by First Financial ONB or its representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall be treated confidentially, and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial ONB or, at FSIHeritage's request, returned to FSI Heritage in the event this Agreement is terminated as provided in Section 8 9 hereof. This Section 5.11 6.09 shall not require the disclosure of any information to First Financial ONB which would be prohibited by law.

Information, Access Thereto, Confidentiality. First Financial Purchaser and its respective agents and representatives and agents shall, on reasonable notice and during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, books books, and records of FSIInsurance Group. First Financial Purchaser and its respective agents and representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records records, and properties of FSI Insurance Group and of its financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties properties, and other matters; provided, however, that such access or investigation shall not interfere with the normal business operations of FSIInsurance Group. Upon request, FSI Insurance Group shall furnish First Financial Purchaser or its respective representatives agents or agentsrepresentatives, its attorneys' ’ responses to external auditors auditors’ requests for information, management letters received from its external auditors auditors, and such financial, loan loan, and operating data and other information reasonably requested by First Financial Purchaser which has been or is developed by FSIInsurance Group, its auditors, accountants accountants, or attorneys (provided provided, with respect to attorneys, such disclosure (i) would not result in the waiver by FSI Insurance Group or ONB of any claim of attorney-client privilege, and (ii) shall not include information related to the Transaction or the transactions contemplated hereby), and will permit First Financial Purchaser and its respective agents or representatives or agents to discuss such information directly with any individual or firm Person performing auditing or accounting functions for FSIInsurance Group, and such auditors and accountants shall be directed to furnish copies of any reports or financial information as developed to First Financial Purchaser or its respective representatives agents or agentsrepresentatives. No investigation by First Financial Purchaser or its agents or representatives shall affect the representations and warranties made by FSI herein. First Financial shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the MergerONB. Any confidential information or trade secrets received by First Financial Purchaser or its agents or representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall be treated confidentially, confidentially and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial or, at FSI's request, returned to FSI in accordance with the event this Agreement is terminated as provided in Section 8 hereof. This Section 5.11 shall not require the disclosure of any information to First Financial which would be prohibited by lawConfidentiality Agreement.

Information, Access Thereto, Confidentiality. First Financial Blue River and its ----------------------------------------------- respective representatives and agents shall, on reasonable notice and during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, reports, books and records of FSIUBC. First Financial Blue River and its respective representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records and properties of FSI UBC and of its financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties and other mattersmatters (including matters relating to the Xxxxxxxx-Xxxxx Act of 2002, as amended); provided, however, that such access or investigation shall not interfere with the normal business operations of FSIUBC. Upon request, FSI UBC shall furnish First Financial Blue River, or its respective representatives or agents, its their attorneys' responses to external auditors requests for information, management letters received from its their external auditors and such financial, loan and operating data and other information reasonably requested by First Financial Blue River which has been or is developed by FSIUBC, its their auditors, accountants or attorneys (provided with respect to attorneys, such disclosure would not result in the waiver by FSI UBC of any claim of attorney-client privilege), and will permit First Financial Blue River and its respective representatives or agents to discuss such information directly with any individual or firm performing auditing or accounting functions for FSIUBC, and such auditors and accountants shall be directed to furnish copies of any reports or financial information as developed to First Financial Blue River or its respective representatives or agents. No investigation by First Financial Blue River shall affect the representations and warranties made by FSI Unified herein. First Financial Blue River shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the MergerTransaction. Any confidential information or trade secrets received by First Financial Blue River or its representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall be treated confidentially, confidentially and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial or, at FSI's request, returned to FSI in accordance with the event this Confidentiality Agreement is terminated (as provided defined in Section 8 8.02 hereof. This Section 5.11 shall not require the disclosure of any information to First Financial which would be prohibited by law).

Information, Access Thereto, Confidentiality. First Financial and its respective representatives and agents shallwill, on reasonable notice and at all times during normal business hours prior to the Effective Time, have full and continuing access to the properties, facilities, operations, books and records of FSICommunity. First Financial and its respective representatives and agents may, prior to the Effective Time, make or cause to be made such reasonable investigation of the operations, books, records and properties of FSI Community and Bank and of its their respective financial and legal condition as deemed necessary or advisable to familiarize themselves with such operations, books, records, properties and other matters; provided, however, that such access or investigation shall not interfere unnecessarily with the normal business operations of FSICommunity. Upon request, FSI shall Community will furnish First Financial or its respective representatives or agents, its their attorneys' responses to external auditors requests for information, management letters received from its their external auditors and such financial, loan and operating data and other information reasonably requested by First Financial which has been or is developed by FSICommunity, its auditors, accountants or attorneys (provided with respect to attorneys, such disclosure would not result in the waiver by FSI Community of any claim of attorney-client privilege), and will permit First Financial and or its respective representatives or agents to discuss such information directly with any individual or firm performing auditing or accounting functions for FSICommunity, and such auditors and accountants shall will be directed to furnish copies of any reports or financial information as developed to First Financial or its respective representatives or agents. No investigation by First Financial shall will affect the representations and warranties made by FSI Community or Bank herein. First Financial shall not use any such information obtained pursuant to this Agreement for any purpose unrelated to the Merger. Any confidential information or trade secrets received by First Financial or its representatives or agents in the course of such examination (whether conducted prior to or after the date of this Agreement) shall will be treated confidentially, and any correspondence, memoranda, records, copies, documents and electronic or other media of any kind containing such confidential information or trade secrets or both shall be destroyed by First Financial or, at FSICommunity's request, returned to FSI Community in the event this Agreement is terminated as provided in Section 8 9 hereof. This Section 5.11 shall 6.07 will not require the disclosure of any information to First Financial which would be prohibited by law.