Access by Purchaser. (a) Purchaser and its employees and representatives shall be afforded reasonable access to the Property during reasonable business hours and upon not less than two (2 ) business days’ prior notice to Seller via e-mail to Xxxxx Xxxxxxxx at xxxxx.xxxxxxxx@xx.xxx.xxx (collectively, “Purchaser’s Access Rights”); provided, however, that in no event shall Purchaser perform or allow to be performed any asbestos, environmental or other Hazardous Substances (as defined herein), investigations, soil borings or penetrations, or other invasive inspections on the Property nor shall Purchaser contact or otherwise communicate in any manner with any governmental agency regarding any environmental condition with respect to the Property, in either case without Seller’s prior written approval, which approval may be granted or withheld in Seller’s sole discretion. In the event that Purchaser’s access to the Property disrupts Seller’s ongoing business operations at the Property, as determined by Seller, in Seller’s sole discretion, Seller reserves the right to afford Purchaser reasonable access to the Property outside of normal business hours and further upon the terms and conditions of this Section 14 (a). Purchaser shall deliver to Seller, within three (3) business days after Purchaser’s receipt thereof, copies of all written reports, tests, commitments, notes and drawings, if any, received by Purchaser f rom third parties with respect to the Property. Seller shall have the right, but not the obligation, to have a representative present for any entries on the Property by Purchaser or its employees and representatives. Purchaser shall fully comply with all laws applicable to its investigations and testing and all activities undertaken in connection therewith and shall take all actions and implement all protections necessary to ensure that all actions taken in connection with its investigations, and the equipment, materials, and substances generated, used or brought onto the Property pose no threat to the safety or health of persons or the environment, and cause no damage to the Property or other property of Seller or other persons. Seller shall not be required to execute any questionnaires or other documents in connection with Purchaser’s inspection of the Property and Seller shall not be obligated to incur any expense with respect to Purchaser’s inspection of the Property. Purchaser shall not request approval for performance of a Phase II environmental site assessment and Pu...
Access by Purchaser. The Vendor will give to the Purchaser and the Purchaser's counsel, accountants and other representatives full access, during normal business hours throughout the period prior to the Time of Closing, to all of the properties, books, contracts, commitments, records, and other information of the Vendor relating to the Business and the Assets, and will furnish to the Purchaser during such period all such information as the Purchaser may reasonably request.
Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon five Business Days’ notice to Seller to the Branches, Bank Employees, depository records, Loan files, and all other documents and other information concerning the Branches, the Business, the Purchased Assets, the Assumed Liabilities and the Transferred Employees as Purchaser may reasonably request; provided that a representative of Seller shall be permitted to be present at all times and provided further that with respect to information concerning Bank Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Bank Employees, and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which shall remain the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller be required to provide (a) any information which Seller, in its sole discretion deems proprietary, including, without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information, which is protected by the attorney-client privilege, or (c) its or any of its Affiliates’ Tax Returns.
Access by Purchaser. Subject to the terms of the Confidentiality Agreement, between the date of this Agreement and the Closing Date, to the extent permitted by Law, Seller will provide Purchaser and its counsel, accountants and other representatives with reasonable access during normal business hours, to all of the assets, properties, facilities, employees, agents, accountants and Books and Records of any Acquired Entity and will furnish or make available to Purchaser and such representatives during such period all such information and data (including, without limitation, copies of the Contracts) concerning the business, operations or affairs of any Acquired Entity in the possession of Seller or any Acquired Entity or under its control as Purchaser or such representatives reasonably may request; provided, however, such investigation shall be coordinated through persons as may be designated in writing by Seller for such purpose. Purchaser's right of access and inspection shall be made in such a manner as not to interfere unreasonably with the operation of the Acquired Entities. In this regard, Purchaser agrees that such inspection shall not take place, and no employees or other personnel of the Acquired Entities shall be contacted by Purchaser's representatives, without first coordinating such contact or inspection with any of the officers of Seller or their designee.
Access by Purchaser. Upon execution of this Agreement, Sellers shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon five (5) Business Days' notice to Sellers to the Facilities, Consumer Bank Employees, Consumer Bank Related Employees, depository records, Loan files, and all other documents and other information concerning the Facilities, the Business, the Purchased Assets, the Assumed Liabilities and the Transferred Employees as Purchaser may reasonably request; provided that a representative of Sellers shall be permitted to be present at all times and provided further that with respect to information concerning Consumer Bank Employees and Consumer Bank Related Employees, Sellers' sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Consumer Bank Employees and Consumer Bank Related Employees and Sellers shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which shall remain the sole property of Sellers. Notwithstanding the foregoing, in no event shall Sellers be required to provide (a) any information which Sellers, in their sole discretion deem proprietary, including without limitation, any Sellers' "credit scoring" system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by the attorney-client privilege, or (c) their or any of their Affiliates' tax returns.
Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its representatives, accountants and counsel reasonable access during normal business hours and upon two (2) Business Days’ notice to Seller to the depository records and all other documents and other information concerning the Purchased Assets and the Assumed Liabilities as Purchaser may reasonably request. Notwithstanding the foregoing, in no event shall Seller be required to provide (a) any information which Seller, in its sole discretion deems proprietary, including without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information, which is protected by attorney-client privilege, or (c) the Seller’s or any of its Affiliates’ tax returns.
Access by Purchaser. Upon execution of this Agreement, Seller shall provide Purchaser and its Representatives reasonable access during normal business hours and upon reasonable prior notice to Seller to the Branches, the Xxxxxxx Xxxxxx, Employees, deposit records, and all other documents and other information concerning the Branches or the Xxxxxxx Xxxxxx, the Purchased Assets, the Assumed Liabilities, and Employees as Purchaser may reasonably request; provided, however, that one or more representatives of Seller or its Affiliates shall be permitted to be present at all times and provided, further that with respect to information concerning Employees, Seller’s sole obligation shall be to provide Purchaser with information concerning the name, position, date of hire and salary of the Employees and Seller shall not be required to provide Purchaser with access to or copies of any personnel files or other individualized employee files or documents, all of which is, and following the Closing shall remain, the sole property of Seller. Notwithstanding the foregoing, in no event shall Seller or any of its Affiliates be required to provide (a) any information which Seller, in its reasonable discretion, deems proprietary, including, without limitation, Seller’s “credit scoring” system, branch or credit practices, policies or procedures, or staffing models, (b) any information which is protected by attorney-client privilege, (c) any records or minutes of Seller’s Board of Directors or any committee of the Board of Directors, or (d) Seller’s or any of its Affiliates’ tax returns.
Access by Purchaser. Purchaser will have a right to inspect the Operating Equipment during normal business hours and to take any action it deems reasonably necessary to fulfill its rights under this Agreement.
Access by Purchaser. The Vendor shall give to the Purchaser and Purchaser’s counsel, accountants and other representatives full access, during normal business hours throughout the period prior to the Closing, to all of the properties, books, contracts, commitments and records of the Vendor relating to Bonnyridge and the Project, and shall furnish to the Purchaser during that period all such information as the Purchaser may reasonably request for the purposes of conducting its due diligence investigations. All information provided or to be provided by or on behalf of the Vendor will be true, accurate and complete in all material respects as at the Time of Closing. The Vendor will promptly provide to the Purchaser for review any new information relating to the Shares, the Project or the Transaction that becomes available prior to the Time of Closing.
Access by Purchaser. Seller will, and will cause KAC or SLC to, (a) provide Purchaser and its Representatives with access, upon reasonable prior notice and during normal business hours, to all officers, employees, agents and accountants of KAC and/or SLC and their Assets and Properties or who are material to the Businesses and the Books and Records, but only to the extent that such access does not unreasonably interfere with the business and operations of the Seller or the Businesses, and (b) furnish Purchaser and such other Persons with all such information and data (including without limitation copies of Contracts and other Books and Records) concerning the business and operations of the Businesses as Purchaser or any of such other Persons reasonably may request in connection with such investigation, except to the extent that furnishing any such information or data would violate any Law, Order, Contract or License applicable to Seller and the Businesses or by which any of their respective Assets and Properties is bound.
