Common use of Access to Information; Confidentiality Clause in Contracts

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement), the Company and SPAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC GigCapital5 shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC GigCapital5 shall be required to provide access to or disclose information where the access or disclosure would (i) jeopardize the protection of attorney-client privilege or contravene applicable Law including COVID-19 Measures or Contract (ii) require providing access that such party reasonably determines, in light of COVID-19 or COVID-19 Measures, would jeopardize the health and safety of any employee of such party (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)First Effective Time, the Company and SPAC Parent shall (and shall cause their respective subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Parent shall be required to provide access to or disclose information where the access or disclosure would (x) violate any legally binding obligation to a third party with respect to confidentiality, non-disclosure or privacy, (y) jeopardize the protection of attorney-client privilege or (z) contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such inconsistency, conflict, jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Date, the Company and SPAC shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries Subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize eliminate the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy elimination or contravention), any such access shall be conducted in a manner not to materially interfere with the businesses or operations of the Company or SPAC, as applicable, and in compliance with all measures implemented by Governmental Authorities in response to COVID-19.

Access to Information; Confidentiality. (a) From During the date of this Agreement until the Closing (or the earlier termination of this Agreement)Interim Period, the Company and SPAC Acquiror shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries Subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Acquiror shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Acquiror shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Acquiror shall be required to provide access to or disclose information where (i) the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (ii) such information is subject to confidentiality obligations (whether contractual, imposed by applicable Law or otherwise) (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contraventioncontravention and to obtain consents or waivers to such confidentiality obligations), any such access shall be conducted in a manner not to materially interfere with the businesses or operations of the Company or Acquiror, as applicable.

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Merger Effective Time, the Company and SPAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, financial advisors, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC LOKB shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, financial advisors, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC LOKB shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From Subject to applicable Law, from the date of this Agreement until the Closing (or the earlier termination of this Agreement)Closing, the Company and SPAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, key employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company Bluescape Parties nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or privilege, violate a contract to which such person is party, contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention), or involve invasive environmental sampling, testing, or drilling.

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC DCRB shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon reasonable prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably requestrequest to consummate the Transactions. Notwithstanding the foregoing, neither the Company nor SPAC DCRB shall be required to provide access to or disclose information where the access or disclosure would result in the disclosure of any trade secret, jeopardize the protection of attorney-client privilege privilege, or contravene applicable Law or Contract COVID-19 Measures (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention)) or permit any invasive environmental testing or sampling.

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC ShoulderUp shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agentsdirectors and other key representatives to be mutually agreed to by the parties, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such existing information (without an obligation for the Company to develop or produce information that the Company does not already possess in the form requested) concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC ShoulderUp nor ShoulderUp’s subsidiaries shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention)Law.

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Closing, the Company Company, SPAC, NewCo and SPAC Merger Sub shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Acquiror shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries Subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Acquiror shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Closing, the Company and SPAC shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC GigCapital2 shall (and shall cause their respective subsidiaries and instruct their respective Representatives to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC GigCapital2 shall be required to provide access to or disclose information where the access or disclosure would violate its obligations of confidentiality or similar legal restrictions with respect to such information, jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention), inconsistent with COVID-19 Measures, or violate any law or regulations applicable to such party.

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Ackrell shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request, including in connection with any Tax disclosure in any statement, filing, notice or application relating to the Intended Tax Treatment. Notwithstanding the foregoing, neither the Company nor SPAC Ackrell shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC GigCapital2 shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC GigCapital2 shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Closing, the Company and SPAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company EVgo Parties nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege privilege, violate a contract to which such person is party, or contravene applicable Law or Contract (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)First Effective Time, the Company Holdco and SPAC Pubco shall (and shall cause their respective subsidiaries (if any) to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries (if any) and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries (if any) as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company Holdco nor SPAC Pubco shall be required to provide access to or disclose information where the access or disclosure would (i) jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (ii) require providing access that such party reasonably determines would jeopardize the health and safety of any employee of such party (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Spartan shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Spartan shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) 7.3.1 From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Closing, the Company and SPAC shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Company Amalgamation Effective Time, the Company Company, SPAC, NewCo and SPAC AmalCo shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC DCRC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon reasonable prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably requestrequest to consummate the Transactions. Notwithstanding the foregoing, neither the Company nor SPAC DCRC shall be required to provide access to or disclose information where the access or disclosure would result in the disclosure of any trade secret, jeopardize the protection of attorney-client privilege privilege, or contravene applicable Law or Contract COVID-19 Measures (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention)) or permit any invasive environmental testing or sampling.

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Athena shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Athena shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Spartan shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Spartan shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the earlier of the Closing (or the earlier termination of this Agreement), the Company and SPAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries and to the books and records thereof; provided, that such access shall not unreasonably interfere with the business and operations of SPAC and the Company; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and the SPAC shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries Subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor the SPAC shall be required to provide access to or disclose information where the access or disclosure would (i) jeopardize the protection of attorney-client privilege or contravene applicable Law including COVID-19 Measures or Contract (ii) require providing access that such party reasonably determines, in light of COVID-19 or COVID-19 Measures, would jeopardize the health and safety of any employee of such party (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Switchback shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries Subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Switchback shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Rxxx shall (and shall cause their respective subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon reasonable prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries as the other party Party or its Representatives may reasonably requestrequest to consummate the Transactions. Notwithstanding the foregoing, neither the Company nor SPAC Rxxx shall be required to provide access to or disclose information where the access or disclosure would result in the disclosure of any trade secret, jeopardize the protection of attorney-client privilege privilege, or contravene applicable Law or Contract COVID-19 Measures (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention)) or permit any invasive environmental testing or sampling.

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Pensare shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish as promptly as practicable to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries Subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing; provided, that neither the Company nor SPAC Pensare shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company Holdings and SPAC Pensare shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company Holdings nor SPAC Pensare shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Closing, the Company and SPAC FRSG shall (and shall cause their respective subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC FRSG shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Merger Effective Time, the Company and SPAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; provided, that such access shall not unreasonably interfere with the business and operations of SPAC and the Company; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC Good Works shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, workers, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC Good Works shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege privilege, violate any legally-binding obligation to a third party with respect to confidentiality, non-disclosure or privacy, or contravene applicable Law or Contract (it being agreed that the parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC BLAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC BLAC shall be required to provide access to or disclose information where the access or disclosure would (i) jeopardize the protection of attorney-client privilege or contravene applicable Law including COVID-19 Measures or Contract (ii) require providing access that such party reasonably determines, in light of COVID-19 or COVID-19 Measures, would jeopardize the health and safety of any employee of such party (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (Merger Effective Time or the earlier of the termination of this Agreement), the Company Company, Holdco and SPAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries and to the books and records thereof; provided, that such access shall not unreasonably interfere with the business and operations of SPAC, Holdco and the Company, as applicable; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither none of the Company nor Company, Holdco or SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From During the date of this Agreement until the Closing (or the earlier termination of this Agreement)Interim Period, the Company Company, SPAC, NewCo and SPAC Sio NewCo shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC CAH shall (and shall cause their respective subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request, including in connection with any Tax disclosure in any statement, filing, notice, or application, or any Tax opinion requested or required to be filed. Notwithstanding the foregoing, neither the Company nor SPAC CAH shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Closing, the Company and SPAC shall (and shall cause their respective subsidiaries Subsidiaries to): (i) provide to the other party Party (and the other partyParty’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party Party and its subsidiaries Subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party Party such information concerning the business, properties, Contracts, assets, liabilities, personnel and other aspects of such party Party and its subsidiaries Subsidiaries as the other party Party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties Parties shall use their reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement Execution Date until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC BLAC shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC BLAC shall be required to provide access to or disclose information where the access or disclosure would (i) jeopardize the protection of attorney-client privilege or contravene applicable Law including COVID-19 Measures or Contract (ii) require providing access that such party reasonably determines, in light of COVID-19 or COVID-19 Measures, would jeopardize the health and safety of any employee of such party (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).

Access to Information; Confidentiality. (a) From the date of this Agreement until the Closing (or the earlier termination of this Agreement)Effective Time, the Company and SPAC VectoIQ shall (and shall cause their respective subsidiaries to): (i) provide to the other party (and the other party’s officers, directors, employees, accountants, consultants, legal counsel, agents and other representatives, collectively, “Representatives”) reasonable access at reasonable times upon prior notice to the officers, employees, agents, properties, offices and other facilities of such party and its subsidiaries and to the books and records thereof; and (ii) furnish promptly to the other party such information concerning the business, properties, Contractscontracts, assets, liabilities, personnel and other aspects of such party and its subsidiaries as the other party or its Representatives may reasonably request. Notwithstanding the foregoing, neither the Company nor SPAC VectoIQ shall be required to provide access to or disclose information where the access or disclosure would jeopardize the protection of attorney-client privilege or contravene applicable Law or Contract (it being agreed that the parties shall use their commercially reasonable best efforts to cause such information to be provided in a manner that would not result in such jeopardy or contravention).