Platform Description and Documentation Sample Clauses

Platform Description and Documentation. Schedule 3.22 lists the material Proprietary Information Technology Systems and other Computer Systems that are being used by any Acquired Company in connection with the Business. The documentation, the specifications and the other informational materials that describe the operation, functions and technical characteristics applicable to any such Proprietary Information Technology System in each case that are owned by the Company are complete in all material respects and in compliance with relevant industry standards. “Proprietary Information Technology System” means a Computer System (or portion of a Computer System) that any Acquired Company (either directly or through or with any other Person) has developed, customized, enhanced or otherwise modified or is in the process of developing, customizing, enhancing or otherwise modifying. “Computer System” means any of or combination of the computer software, computer hardware (whether general or special purpose), telecommunications capabilities (including voice, data or video networks) and other similar or related items of any automated, computerized or software system and any other network or system or related service that is used by or relied on by any Acquired Company in the conduct of the Business.
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Platform Description and Documentation. Schedule 3.10(a) lists all material Proprietary Information Technology Systems and other material Computer Systems that are being used by the Business. The documentation and the source code (including its embedded commentary, descriptions and indicated authorships), the specifications and the other informational materials that describe the operation, functions and technical characteristics applicable to any such Proprietary Information Technology System (i) has resided 130 Xxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxx 00000 xt all times and has never been escrowed, (ii) has not been developed or modified by any Person outside the United States, and (iii) are complete in all material respects and sufficient to permit the Business to support and maintain the products and services of its business as now conducted. Each Computer System used by the Business substantially conforms to the Business’s current functional requirements and such Computer System’s design specifications, documentation and other specifications and does and will perform substantially in accordance with the foregoing. “Proprietary Information Technology System” means a Computer System (or portion of Computer System) that the Business (either directly or through or with any other Person) has developed, customized or enhanced or is in the process of developing, customizing or enhancing. “Computer System” means any of or combination of the computer software, computer hardware (whether general or special purpose), telecommunications capabilities (including voice, data or video networks) and other similar or related items of any automated, computerized or software system and any other network or system or related service that is used by or relied on by the Business in the conduct of its business.
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Platform Description and Documentation. Schedule 3.26(a)(i) lists all material Proprietary Information Technology Systems and other material Computer Systems that are being used by the Company. Except as set forth on Schedule 3.26(a)(ii), with respect to the Proprietary Information Technology Systems created and owned by the Company, the documentation and the source code (including its embedded commentary, descriptions and indicated authorships), the specifications and the other informational materials that describe the operation, functions and technical characteristics applicable to any such Proprietary Information Technology System (i) has resided in Sarasota, Florida at all times and has never been escrowed, (ii) has not been developed or modified by any Person outside the United States, and (iii) are complete in all material respects and sufficient to permit the Company to conduct its business. Each Computer System used by the Company substantially conforms to the Company’s current functional requirements and such Computer System’s design specifications, documentation and other specifications and does and will perform substantially in accordance with the foregoing. “Proprietary Information Technology System” means a Computer System (or portion of Computer System) that the Company (either directly or through or with any other Person) has developed, customized or enhanced or is in the process of developing, customizing or enhancing. “Computer System” means any of or combination of the computer software, computer hardware (whether general or special purpose), telecommunications capabilities (including voice, data or video networks) and other similar or related items of any automated, computerized or software system and any other network or system or related service that is used by or relied on by the Company in the conduct of its business.
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Platform Description and Documentation. Schedule 2.6(a) lists all material Proprietary Information Technology Systems and other material Blockchain Systems that are being used to utilize by the Acquired Assets. “Proprietary Information Technology System” means a Blockchain System (or portion of Blockchain System) that the Seller (either directly or through or with any other Person) has developed, customized or enhanced or is in the process of developing, customizing or enhancing. “Blockchain System” means any of or combination of the software, hardware (whether general or special purpose), telecommunications capabilities (including voice, data or video networks) and other similar or related items of any automated, computerized or software system and any other network or system or related service that is used by or relied on by the Seller in utilizing the Acquired Assets.
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Platform Description and Documentation. Section 3.26(a) of the Sellers’ Disclosure Schedule lists all material Proprietary Information Technology Systems and other material Computer Systems that are being used by the Company. Except as set forth in Section 3.26(a) of the Sellers’ Disclosure Schedule, the documentation and the source code (including its embedded commentary, descriptions and indicated authorships), the specifications and the other informational materials that describe the operation, functions and technical characteristics applicable to any such Proprietary Information Technology System (i) resides at such locations set forth on Section 3.26(a) of the Sellers’ Disclosure Schedule, (ii) has not been developed or modified by any Person outside the United States, and (iii) are complete in all material respects and sufficient to permit the Company to support and maintain the products and services of its business as now conducted. Each Computer System used by the Company substantially conforms to the Company’s current functional requirements and such Computer System’s design specifications, documentation and other specifications and performs substantially in accordance with the foregoing. “Proprietary Information Technology System” means a Computer System (or portion of Computer System) that the Company (either directly or through or with any other Person) has developed, customized or enhanced or is in the process of developing, customizing or enhancing. “Computer System” means any of or combination of the computer software, computer hardware (whether general or special purpose), telecommunications capabilities (including voice, data or video networks) and other similar or related items of any automated, computerized or software system and any other network or system or related service that is used by or relied on by the Company in the conduct of its business.
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Platform Description and Documentation. Schedule 3.26(a) lists all material Proprietary Information Technology Systems and other material Computer Systems that are being used by the Business. The documentation and the source code (including its embedded commentary, descriptions and indicated authorships), the specifications and the other informational materials that describe the operation, functions and technical characteristics applicable to any such Proprietary Information Technology System (i) has resided in East Hanover, New Jersey or Livingston, New Jersey at all times and has never been escrowed, (ii) has not been developed or modified by any Person outside the United States, and (iii) are complete in all material respects and sufficient to permit the Business to support and maintain the products and services of its business as now conducted. Each Computer System used by the Business substantially conforms to the Business’s current functional requirements and such Computer System’s design specifications, documentation and other specifications and does and will perform substantially in accordance with the foregoing. “Proprietary Information Technology System” means a Computer System (or portion of Computer System) that the Business (either directly or through or with any other Person) has developed, customized or enhanced or is in the process of developing, customizing or enhancing. “Computer System” means any of or combination of the computer software, computer hardware (whether general or special purpose), telecommunications capabilities (including voice, data or video networks) and other similar or related items of any automated, computerized or software system and any other network or system or related service that is used by or relied on by the Business in the conduct of its business.
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Platform Description and Documentation. Section 3.26(a) of the Sellers’ Disclosure Schedule lists all material Proprietary Information Technology Systems and other material Computer Systems that are being used by the Company. Except as set forth in Section 3.26(a) of the Sellers’ Disclosure Schedule, the documentation and the source code (including its embedded commentary, descriptions and indicated authorships), the specifications and the other informational materials that describe the operation, functions and technical characteristics applicable to any such Proprietary Information Technology System (i) resides at such locations set forth on Section 3.26(a) of the Sellers’ Disclosure Schedule, (ii) has not been developed or modified by any Person outside the United States, and (iii) are complete in all material respects and sufficient to permit the Company to support and maintain the products and services of its business as now conducted. Each Computer System
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Platform Description and Documentation. Schedule 3.27(a) lists all material Proprietary Information Technology Systems and other material Computer Systems that are being used by any Operating Company. The documentation and the source code (including its embedded commentary, descriptions and indicated authorships), the specifications and the other informational materials that describe the operation, functions and technical characteristics applicable to any such Proprietary Information Technology System (i) to each Seller’s and each Operating Company’s Knowledge, have
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Related to Platform Description and Documentation

  • LOCATION AND DESCRIPTION The subject property is a 3-bedroom apartment and bearing postal address es Unit No. 11-8, 11th Floor, Pangsapuri Jati Selatan, Xx. 0, Xxxxx 0/000X, 00000 Xxxxx Xxxxxx. Accommodation:- Living area, dining area, master bedroom attached bathroom and dressing room, 2 bedrooms, bathroom, kitchen, yard and balcony. RESERVE PRICE:- The property will be sold on an “as is where is basis” subject to a reserve price of RM210,600.00 (RINGGIT MALAYSIA TWO HUNDRED TEN THOUSAND AND SIX HUNDRED ONLY) (subject to any others taxes implemented, whenever applicable) and to the Conditions of Sale by way of an As signment from the above Assignee and subject to the consent being obtained from the Developer and other relevant authorities, if any and all expenses incurred in obtaining the said consent shall be borne by the Purchaser. All intending bidders are required to deposit with the Bank’s Solicitor a sum equivalent to 10% of the reserve price by BANK DRAFT in favour of Citibank Berhad (Xxx Xxxx Xxxxx & Xxxxx Xx Mooi @ Xxxxx Xxxxx Mooi) prior to the commencement of the auction sale. The balance of the purchase money to be settled within ninety (90) days from the date of the sale to Messrs. YH Teh & Quek, Solicitors for the Assignee / Bank. FOR FURTHER PARTICULARS, please apply to Messrs. YH Teh & Quek, Solicitors for the Assignee/Lender, at Unit 15-02, Menara Centara, 000, Xxxxx Xxxxx Xxxxx Xxxxxx, 50100 Kuala Lumpur. (Ref No: CT/WCC/17296/18/LN/s, Tel No: 00-0000 0000 Fax No: 00-0000 0000) or the undermentioned Auctioneer: EHSAN AUCTIONEERS SDN. BHD. (Co. No. 617309-U) DATO’ XXXXX XXXXX BIN P.V. ABDU (D.I.M.P) Xxxxx X-00-0X, Xxxxx 00, Xxxxx X, Xxxxx Xxxxxx II, / XXXXX XXXXX BIN XXXXXX 00, Xxxxx Xxx Xxxx Xxxx, 50450 Kuala Lumpur (Licensed Auctioneers) Tel.: 00-00000000 Fax: 00-00000000 Ref.: HANA/CB1846/YHTQ Bank Code: E/T&Q/000-000-000000/3 E-mail: xxxxxx@xxxxxxxxxxxxxxxx.xxx Website: xxx.xxxxxxxxxxxxxxxx.xxx PERISYTIHARAN JUALAN DALAM PERKARA PERJANJIAN KEMUDAHAN, PENYERAHAN HAK (PIHAK PERTAMA) XXX SURAT KUASA WAKIL KESEMUANYA BERTARIKH 20HB OKTOBER, 2003 DI ANTARA CITIBANK BERHAD [No. Pendaftaran 199401011410 (297089-M)] Pihak Pemegang Serahhak / Bank XXX XXX XXXX XXXXX (NO. KP: 731201-09-5077/A2606771) XXXXX XX MOOI @ XXXXX XXXXX MOOI (NO. KP: 540210-06-5142/4566917) Pihak Penyerahhak / Peminjam Dalam perkara Perjanjian Kemudahan, Penyerahan Hak (Pihak Pertama) xxx Surat Kuasa Wakil kesemuanya bertarikh 20hb Oktober, 2003 di antara Pihak Pemegang Serahhak xxx Pihak Penyerahhak (“Perjanjian Kemudahan (Pihak Pertama) Penyerahan Hak (Pihak Pertama) xxx Surat Kuasa Wakil kesemuanya tersebut”) adalah dengan ini diperisytiharkan bahawa Pihak Pemegang Serahhak dengan dibantu oleh Pelelong yang tersebut dibawah ini akan menjual harta yang ters ebut dibawah secara:- LELONGAN AWAM PADA 26HB MAC, 2021 BERSAMAAN HARI JUMAAT, JAM 11.00 PAGI, XX XXXXX LELONGAN “EHSAN AUCTIONEERS SDN. BHD.” SUITE C-0-3A, TINGKAT UG, BLOK C, MEGAN AVENUE I I, 00, XXXXX XXX XXXX XXXX, 50450 KUALA LUMPUR NOTA:- Xxxxx -xxxxx pembeli adalah dinasihatkan agar: (1) memeriksa hartanah tersebut, (2) meminta nasihat daripada Pihak Xxxxxx mengenai Syarat-syarat Jualan, (3) membuat carian Hakmilik Xxxxx xxxxxx rasmi di Pejabat Tanah xxx Pihak-pihak Berkuasa yang berkenaan, xxx (4) membuat pertanyaan dengan Pihak Pemaju xxx/atau pihak-pihak xxxx xxxx berkenaan mengenai persetujuan untuk jualan ini sebelum jualan lelong. BUTIR-BUTIR HAKMILIK:- Hakmilik strata telah dikeluarkan. No. Hakmilik Strata / No. Lot : Pajakan Negeri 34768/M1/12/189, Lot 43744 berserta dengan Xxxxx Aksesori No. A42 Mukim / Daerah / Negeri : Petaling / Kuala Lumpur / Wilayah Persekutuan Kuala Lumpur No. Xxxxx Pemaju : No. Xxxxx C-11-08, No. Tingkat 11, No. Bangunan Blok C, Desa Seri Puteri – Xxxxx C Pegangan : Pajakan selama 88 tahun, tamat pada 16hb November 2093 Keluasan Lantai : 77 meter persegi (xxxx-xxxx 829 kaki persegi) Penjual / Pemaju : Dwitasik Sdn Bhd (176849-A) Pemilik Berdaftar : The Datuk Bandar Kuala Lumpur Pemilik Benefisial : Xxx Xxxx Xxxxx & Xxxxx Xx Mooi @ Xxxxx Xxxxx Mooi Bebanan : Diserahhak kepada Citibank Berhad [No. Pendaftaran 199401011410 (297089-M)] Kategori Kegunaan Tanah : Xxxxx Kediaman Selain Kos Rendah (Xxxxx) Syarat-Syarat Nyata : Pangsapuri Kos Sederhana Sekatan Kepentingan : Tanah ini tidak boleh dipindahmilik, dipajak, dicagar atau digadai tanpa kebenaran Jawatankuasa Kerja Tanah Wilayah Persekutuan Kuala Lumpur. LOKASI XXX KETERANGAN HARTANAH:- Hartanah tersebut merupakan satu unit apartmen 3-xxxxx tidur xxx beralamat pos di No. Unit 11-8, 11th Floor, Pangsapuri Jati Selatan, Xx. 0, Xxxxx 0/000X, 00000 Xxxxx Xxxxxx. Akomodasi:- Ruang tamu, ruang makan, xxxxx tidur utama berserta xxxxx xxxxx xxx xxxxx salinan, 0 xxxxx xxxxx, xxxxx xxxxx, dapur, xxxxx xxx balkoni. HARGA RIZAB:- Hartanah tersebut akan dijual “sepertimana xxxxx xxx” tertakluk kepada satu harga rizab sebanyak RM210,600.00 (RINGGIT MALAYSIA DUA RATUS SEPULUH XXXX XXX ENAM RATUS SAHAJA) (tertakluk kepada cukai xxxx xxxx dilaksanakan, yang berkenaan) syarat-syarat yang terkandung dalam Perisytiharan Jualan dalam Bahasa Inggeris. Harta ini juga akan dijual melalui Suratcara Pinjaman xxx Penyerahhakkan tertaklu k kepada memperolehi kebenaran daripada Pihak Pemaju/Pihak Berkuasa Negeri di mana semua perbelanjaan untuk memperolehi kebenaran tersebut akan ditanggung oleh pembeli/penawar yang berjaya. Kesemua penawar yang ingin membuat tawaran dikehendaki mendeposi tkan kepada Peguamcara bagi Pihak Bank suatu jumlah yang bersamaan 10% daripada harga rizab secara BANK DERAF di atas nama Citibank Berhad (Xxx Xxxx Xxxxx & Xxxxx Xx Mooi @ Xxxxx Xxxxx Mooi), sebelum lelongan bermula. Baki wang belian hendaklah dijelaskan dalam tempoh sembilan puluh

  • Software and Documentation Licensee may make as many copies of the Software necessary for it to use the Software as licensed. Each copy of the Software made by Licensee must contain the same copyright and other notices that appear on the original copy. Licensee will not modify the Documentation. Documentation may: (a) only be used to support Licensee’s use of the Software; (b) not be republished or redistributed to any unauthorized third party; and (c) not be distributed or used to conduct training for which Licensee, or any other party, receives a fee. Licensee will not copy any system schema reference document related to the Software.

  • Records and Documentation The Sub-Recipient agrees to make available to AAAPP staff and/or any party designated by the AAAPP any and all contract related records and documentation. The Sub-Recipient shall ensure the collection and maintenance of all program related information and documentation on any such system designated by the AAAPP. Maintenance includes valid exports and backups of all data and systems according to AAAPP standards.

  • Technical Documentation Prior to commencement of the Tests on Completion, the Contractor shall supply to the Engineer the technical documentation as specified in the Employer’s Requirements. The Works or Section shall not be considered to be completed for the purposes of taking- over under sub-clause 10.1 [Taking Over of the Works and Sections] until the Engineer has received the technical documentation as defined in this sub-clause 5.7, the "history file" including design calculations and certain certification as well as any other documents required to meet the CE Marking requirements.

  • Documentation and Record Keeping 1. Records to be Maintained Subrecipient shall maintain all records required by the Federal regulations specified in 24 CFR 570.506 that are pertinent to the activities to be funded under this Contract. Such records shall include, but not be limited to:

  • Licensed Documentation If commercially available, Licensee shall have the option to require the Contractor to deliver, at Contractor’s expense: (i) one (1) hard copy and one (1) master electronic copy of the Documentation in a mutually agreeable format; (ii) based on hard copy instructions for access by downloading from the Internet

  • Documentation and compliance (a) The data importer shall promptly and adequately deal with enquiries from the data exporter that relate to the processing under these Clauses.

  • System Description The wet detention basin is designed to trap 80% of sediment in runoff and maintain pre-development downstream peak flows. The basin has two forebays (smaller ponds) located at the low end of two grass xxxxxx. In addition to runoff conveyance, the grass xxxxxx also allow infiltration and filtering of pollutants, especially from smaller storms. The forebays are each 4 feet deep. They are connected to the main pool by 18 and 24-inch metal pipes that outlet onto a rock chute. The forebays will trap coarse sediments in runoff, such as road sands, thus reducing maintenance of the main basin. The main pool will trap the finer suspended sediment. To do this, the pond size, water level and outlet structures must be maintained as specified in this Agreement (see Figures 1, 2 and 3). The main basin receives runoff from a 67.1 acre drainage area (41.2 acres within the subdivision and 25.9 acres off-site drainage coming from the east). During high rainfall or snow melt events, the water level will temporarily rise and slowly drain down to the elevation of the control structure. The water level is controlled by a 12-inch concrete pipe extending through the berm in the northwest corner of the basin (see Figures 1 and 3). On the face of the 12-inch pipe, there is metal plate with a 3-inch drilled hole (orifice) with stone in front of it. This orifice controls the water level and causes the pond to temporarily rise during runoff events. Washed stone (1- 2” diameter) is placed in front of the orifice to prevent clogging. High flows may enter the grated concrete riser or flow over the rock lined emergency spillway. “As-built” construction drawings of the basin, showing actual dimensions, elevations, outlet structures, etc. will be recorded as an addendum(s) to this agreement within 60 days after [Municipality Name] accepts verification of construction from the project engineer.

  • Program Description The employer agrees to provide a vision benefit to eligible employees and dependents. The vision benefit provided by the State shall have an employee co-payment of $10 for the comprehensive annual eye examination and $25 for materials.

  • Information and Documents (a) From and after the date of this Agreement and to the earlier of the Closing Date and the date on which this Agreement is terminated pursuant to Section 9.1, to the extent permitted by applicable Law and upon reasonable advance notice, and solely for purposes of integration planning or in furtherance of the transactions contemplated by this Agreement and the Ancillary Agreements, (1) Seller Parent shall, and shall cause its Subsidiaries to, permit Purchaser Parent and its Representatives to have reasonable access, during normal business hours, to the books and records that constitute Purchased Assets, and to such personnel, offices and other facilities and properties that constitute Purchased Assets, and to provide such other information in respect of the Business as may be reasonably requested by Purchaser Parent for such purposes and (2) Purchaser Parent shall, and shall cause its Subsidiaries to, permit Seller Parent and its Representatives to have reasonable access, during normal business hours, to the books and records of Purchaser and its Subsidiaries or that are related to the Purchaser Business (provided that Purchaser Parent may redact any information in any such record not related to the Purchaser Business), and to such personnel, offices and other facilities and properties of Purchaser and its Subsidiaries or that are related to the Purchaser Business, and to provide such other information in respect of the Purchaser Business as may be reasonably requested by Seller Parent for such purposes; provided that all requests for access pursuant to this Section 6.1 shall be directed to and coordinated with a person or persons designated by Seller Parent or Purchaser Parent, as applicable, in writing; provided, further, that each Parent and its Subsidiaries may restrict the foregoing access or the provision of such information to the extent that, in the reasonable judgment of such Parent, (i) applicable Law requires such Parent or any of its Subsidiaries to restrict or prohibit such access or the provision of such information, (ii) providing such access would unreasonably interfere with the operation of such Parent’s and its Subsidiaries’ respective businesses, including the Business and the Purchaser Business, as applicable, (iii) providing such access or information would breach a confidentiality obligation to a third party, (iv) providing such access or information would result in disclosure of any information that is competitively or commercially sensitive, (v) in the case of access or information provided by Seller Parent, the information relates to the Strategic Process, or in the case of access or information provided by Purchaser Parent, the information relates to review of strategic alternatives with respect to the Purchaser Business, or (vi) providing such access or disclosure of any such information would reasonably be expected to result in the loss or waiver of the attorney-client or other applicable privilege or protection. In the event that a Parent or its Subsidiaries restricts access or withholds information on the basis of the foregoing clauses (i) through (vi), such Parent shall, if permitted, inform the other Parent as to the general nature of what is being restricted or withheld and the reason therefor, and such Parent shall, and shall cause its Subsidiaries to, use its commercially reasonable efforts to make appropriate substitute arrangements to permit disclosure of the relevant information in a manner that does not suffer from such impediments. Notwithstanding the foregoing, (A) prior to the Closing, neither Parent, nor any of its Affiliates and Representatives, shall conduct any phase II environmental site assessment or conduct any invasive testing or any sampling of soil, sediment, surface water, groundwater or building material at, on, under or within any property of the other Parent or its Subsidiaries and (B) prior to Closing, none of Seller Parent or any of its Affiliates, including the Conveyed Subsidiaries (and their Subsidiaries), shall provide Business Employee personnel files to Purchaser Parent or its Affiliates or Representatives and none of Purchaser Parent or any of its Affiliates, including Purchaser (and its Subsidiaries), shall provide Purchaser Business Employee personnel files to Seller Parent or its Affiliates or Representatives. Notwithstanding the foregoing, following Closing (x) to the extent permitted by Law, Seller Parent shall, and shall cause its Affiliates to, provide Purchaser and its Subsidiaries access to personnel records and other personnel information related to the Business Employees and Former Business Employees reasonably requested by Purchaser and its Subsidiaries and (y) Seller Parent shall, and shall cause its Affiliates to, retain all material records related to the Business Employees and Former Business Employees in accordance with Seller Parent’s records retention policies and, in no event, for less than such period of time required by applicable Law. It is further agreed that, prior to the Closing, each Parent and its Affiliates and Representatives shall not contact any of the directors, officers, employees, agents, customers, suppliers, licensors, licensees, distributors or other business partners of the other Parent or any of its Affiliates (including, with respect to Seller Parent, the Conveyed Subsidiaries (or their Subsidiaries) and, with respect to Purchaser Parent, Purchaser and its Subsidiaries) in connection with the transactions contemplated by this Agreement, whether in person or by telephone, mail or other means of communication, without the specific prior authorization by the other Parent (not to be unreasonably withheld, conditioned or delayed); provided that the foregoing shall not prevent any Parent or its Affiliates from operating in the ordinary course of business and communicating with such parties on matters unrelated to the Business or the Purchaser Business, as applicable, and the transactions contemplated by this Agreement. Notwithstanding anything to the contrary contained herein, in no event shall Seller Parent or any of its Affiliates, including the Conveyed Subsidiaries (and their Subsidiaries), be required to provide any information as and to the extent it relates to any Retained Businesses, any Excluded Assets or any Retained Liabilities, or be required to provide a copy of, or otherwise disclose the contents of, any Seller Combined Tax Return, and in no event shall Purchaser Parent or any of its Affiliates, including Purchaser and its Subsidiaries, be required to provide any information as and to the extent it relates to any Purchaser Parent Retained Businesses or any Purchaser Parent Retained Liabilities. The Parties agree that, with respect to any matters that are the subject of both this Section 6.1(a) and Section 6.5(i), the provisions of Section 6.5(i) (and not this Section 6.1(a)) shall control.

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