Access; Documents; Supplemental Information Clause Samples
Access; Documents; Supplemental Information. (a) From and after the date hereof until the Closing, the Company shall afford, shall cause CN Ltd. to afford and, with respect to clause (ii) below, shall use its reasonable best efforts to cause the independent certified public accountants for the Company to afford, (i) to the officers, independent certified public accountants, counsel and other representatives of Acquisition and Lucent, upon reasonable notice free and full access at all reasonable times to the properties, books and records, including tax returns filed and those in the process of being prepared by the Company and CN Ltd., and the right to consult with the officers, employees, accountants, counsel and other representatives of the Company and CN Ltd. in order that Acquisition and Lucent may have full opportunity to make such investigations as they shall reasonably desire to make of the operations, properties, business, financial condition and prospects of the Company and CN Ltd., (ii) to the independent certified public accountants of Acquisition and Lucent, free and full access at all reasonable times to the work papers and other records of the accountants relating to the Company and CN Ltd., and (iii) to Acquisition and Lucent and their representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of the Company and CN Ltd. as Acquisition and Lucent shall from time to time reasonably require.
(b) From the date of this Agreement through and including the Closing, Acquisition, Lucent and the Company agree to furnish to each other copies of any notices, documents, requests, court papers, or other materials received from any governmental agency or any other third party with respect to the transactions contemplated by this Agreement, except where it is obvious from such notice, document, request, court paper or other material that the other party was already furnished with a copy thereof.
(c) The Company shall deliver to Lucent, without charge, the following financial information (the "Supplemental Financial Information"): (i) within 45 days after each fiscal quarter ending after the date hereof and prior to the Effective Time, the unaudited consolidated
(d) Lucent shall deliver to the Company, without charge a copy of any filing made by Lucent with the SEC under the Exchange Act, including, without limitation, any Form 10-Q, 8-K, 10-K or amendments thereto, not later than five business days af...
Access; Documents; Supplemental Information. From and after the date hereof until the Closing, Parent and Acquiring Corp shall afford to (a) the officers, independent certified public accountants, counsel and other representatives of Acquired Corp, upon reasonable notice, free and full access at all reasonable times, to the properties, books and records, including tax returns filed and those in the process of being prepared by Parent and Acquiring Corp, and the right to consult with the officers, employees, accountants, counsel and other representatives, of Parent and Acquiring Corp in order that Acquired Corp may have full opportunity to make such investigations as it shall reasonably desire to make of the operations, properties, business, financial condition and prospects of Parent and Acquiring Corp, and (b) Acquired Corp and its representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of Parent and Acquiring Corp as Acquired Corp or its representatives shall from time to time reasonably require.
Access; Documents; Supplemental Information. (a) From and after the date hereof until the Closing, the Company shall afford to the officers, independent certified public accountants, counsel and other representatives of Parent, upon reasonable notice, free and full access during business hours to the properties, books and records, including Tax Returns filed since inception and those in preparation and the right to consult with the officers, employees, accountants, counsel and other representatives of the Company.
(b) From the date of this Agreement through and including the Closing Date, the Company will furnish Parent with copies of any notices, documents, requests, court papers, or other materials received from any Governmental Entity or any other third party with respect to the transactions contemplated by this Agreement.
(c) The parties acknowledge that the Company and Parent have previously executed a nondisclosure agreement, dated as of January 29, 2009 (the “Nondisclosure Agreement”), which will continue in full force and effect in accordance with its terms.
Access; Documents; Supplemental Information. (a) From and after the date hereof until the Closing or the termination of this Agreement, the Company shall afford, and, with respect to clause (ii) below, shall cause the independent certified public accountants for the Company to afford, (i) to the officers, independent certified public accountants, counsel and other representatives of Bionik, upon reasonable notice, free and full access at all reasonable times to the properties, books and records including tax returns filed and those in preparation of the Company and the right to consult with the officers, employees, accountants, counsel and other representatives of the Company in order that Bionik may have full opportunity to make such investigations as it shall deem necessary of the operations, properties, business, financial condition and prospects of the Company, (ii) to the independent certified public accountants of Bionik, free and full access at all reasonable times to the work papers and other records of the accountants relating to the Company, and (iii) to Bionik and its representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of the Company as Bionik shall from time to time require.
(b) From the date of this Agreement until the Closing or the termination of this Agreement, the Company will furnish to Bionik, and Bionik will furnish to the Company, copies of any notices, documents, requests, court papers, or other materials received from any Governmental Entity or any other Person with respect to the transactions contemplated by this Agreement.
Access; Documents; Supplemental Information. (a) From and after the date hereof until the Closing and subject to the Confidentiality Agreements and applicable Law, the Company shall (subject to contractual or regulatory confidentiality limitations) afford, and, with respect to clause (ii) below, shall use its reasonable best efforts to cause the independent certified public accountants for the Company to afford, (i) to the officers, independent certified public accountants, counsel and other representatives of Ciena, upon reasonable notice, reasonable access at all reasonable times to the properties, books and records including tax returns filed and those in preparation of the Company and the right to consult with the officers, employees, accountants, counsel and other representatives of the Company in order that Ciena may have full opportunity to make such investigations as it shall deem necessary of the operations, properties, business, financial condition and prospects of the Company, (ii) to the independent certified public accountants of Ciena, reasonable access at all reasonable times to the work papers and other records of the accountants relating to the Company, and (iii) to Ciena and its representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of the Company as Ciena shall from time to time require.
(b) From the date of this Agreement through and including the Closing, the Company will furnish to Ciena copies of any notices, documents, requests, court papers, or other materials received from any governmental agency or any other third party with respect to the transactions contemplated by this Agreement.
Access; Documents; Supplemental Information. (a) From and after the date hereof until the Closing, each of the Company and Martek shall afford, and, with respect to clause (ii) below, shall use its commercially reasonable efforts to cause its independent certified public accountants to afford, (i) to the officers, independent certified public accountants, counsel and other representatives of the other party, upon reasonable notice, access at all reasonable times to the properties, books and records, including tax returns filed and those in preparation, of the other party and the right to consult with the officers, employees, accountants, counsel and other representatives of the other party in order that Martek and the Company may have full opportunity to make such investigations as each of them shall deem necessary of the operations, properties, business, financial condition and prospects of the other party, (ii) to the independent certified public accountants of the other party, access at all reasonable times to the work papers and other records of the accountants relating to the other party, and (iii) to the other party and its respective representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of such party as reasonably requested.
(b) From the date of this Agreement through and including the Closing, the Company will furnish to Martek copies of any notices, documents, requests, court papers, or other materials received from any governmental agency or any other third party with respect to the transactions contemplated by this Agreement.
Access; Documents; Supplemental Information. SECTION 5.4.
Access; Documents; Supplemental Information. From and after the date hereof until the Closing, Parent and Acquisition shall afford to (a) the officers, independent certified public accountants, counsel and other representatives of Diomed, upon reasonable notice, free and full access at all reasonable times, to the properties, books and records, including tax returns filed and those in the process of being prepared by Parent and Acquisition, and the right to consult with the officers, employees, accountants, counsel and other representatives, of Parent and Acquisition in order that Diomed may have full opportunity to make such investigations as it shall reasonably desire to make of the operations, properties, business, financial condition and prospects of Parent and Acquisition, and (b) Diomed and its representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of Parent and Acquisition as Diomed or its representatives shall from time to time reasonably require.
Access; Documents; Supplemental Information. (a) Except as prohibited by applicable Laws, from and after the date hereof until the Closing, the Company shall afford, shall cause its Subsidiaries to afford and, with respect to clause (ii) below, shall use its reasonable best efforts to cause its officers and advisors (including, without limitation its independent certified public accountants, auditors, counsel, financial advisors and other consultants or representatives) to afford, (i) to the officers, independent certified public accountants, counsel and other representatives of Acquisition and Parent, and Banc of America Securities LLC, Bank of America, N.A. and Banc of America Bridge LLC and their respective counsel and other representatives, upon reasonable notice, reasonable access during normal business hours to the properties, books and records including Tax Returns filed and those in the process of being prepared by the Company or any of its Subsidiaries and the right to consult with the officers, employees, accountants, counsel and other representatives of the Company or any of its Subsidiaries in order that Acquisition and Parent may have full opportunity to make such investigations as they shall reasonably desire to make of the operations, properties, business, financial condition and prospects of the Company and its Subsidiaries, (ii) to the independent certified public accountants, counsel or other representatives of Acquisition and Parent and Banc of America Securities LLC, Bank of America, N.A. and Banc of America Bridge LLC and their respective counsel and other representatives, reasonable access during normal business hours to the work papers and other records of the accountants relating to the Company and its Subsidiaries, and (iii) to Acquisition and Parent and their representatives and Banc of America Securities LLC, Bank of America, N.A. and Banc of America Bridge LLC and their respective counsel and other representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of the Company and its Subsidiaries as Acquisition and Parent shall from time to time reasonably request.
(b) From the date of this Agreement through and including the Closing, Acquisition, Parent and the Company agree to furnish to each other copies of any notices, documents, requests, court papers, or other materials received from any Governmental Entity or any other third party with respect to the transactions contem...
Access; Documents; Supplemental Information. From and after the date hereof until the Closing, Diomed shall afford to (a) the officers, independent certified public accountants, counsel and other representatives of Acquisition and Parent, upon reasonable notice, free and full access at all reasonable times, to the properties, books and records, including tax returns filed and those in the process of being prepared by each Acquired Entity, and the right to consult with the officers, employees, accountants, counsel and other representatives, of each Acquired Entity in order that Acquisition and Parent may have full opportunity to make such investigations as they shall reasonably desire to make of the operations, properties, business, financial condition and prospects of each Acquired Entity, and (b) Acquisition and Parent and their representatives, such additional financial and operating data and other information as to the properties, operations, business, financial condition and prospects of each Acquired Entity as Acquisition and Parent or their respective representatives shall from time to time reasonably require.