Access; Notice of Actions Sample Clauses

Access; Notice of Actions. 54 Section 10.18 Publicity. . . . . . . . . . . . . . . . . . 55 EXHIBITS 4.02(a) Form of Instrument of Transfer and Sold Note 4.02(d) Form of Deed of Indemnity 4.02(m) Form of Escrow Agreement 4.02(o) Form of Shareholders' Agreement 4.02(p) Form of Employment Agreements with (i) Xxxxxxx Xxx (ii) Xxxxx Xxx (iii) Xxxxxxx Xx (iv) Other Contract Employees
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Access; Notice of Actions. Following the Closing, (i) the Purchaser and the Seller shall each give access to the other to inspect and copy the books of account of the Companies in their possession, and (ii) the Companies shall give access to the Sellers to inspect and copy the minute books and other records of the Companies in the Companies' possession, if, in either case, the requesting party has a particularized need for such records. Each of the parties hereto shall keep the books of account and minute books and other records of the Companies which are in their possession for a period of not less than six years from the Closing Date. All such information, and any similar information previously provided, shall be retained by the receiving party and its agents in confidence and (other than information which has prior thereto been made public) shall not at any time be disclosed by it to third persons except as may be required to comply with valid and applicable laws, rules, regulations or orders of any court or governmental agency.
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Access; Notice of Actions. 45 Section 10.18 Publicity. . . . . . . . . . . . . . . . . . 45
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Access; Notice of Actions. Following the Closing, (i) Purchaser and Seller shall each give access to the other to inspect and copy the books of account of Seller in their possession, and (ii) Seller shall give access to Purchaser to inspect and copy the minute books and other records of Seller in Seller's possession, if, in either case, the requesting party has a particularized need for such records. Each of the parties hereto shall keep the books of account and minute books and other records of the Companies which are in their possession for a period of not less than six years from the Closing Date. All such information, and any similar information previously provided, shall be retained by the receiving party and its agents in confidence and (other than information which has prior thereto been made public) shall not at any time be disclosed by it to third persons except as may be required to comply with valid and applicable laws, rules, regulations or orders of any court or governmental agency.
Sample 1
Access; Notice of Actions. Following the Closing, (i) Purchaser, Purchaser Guarantor, Sellers and Seller Guarantor shall each give access to the other to inspect and copy the books of account of the Sellers in their possession, and (ii) Sellers and Seller Guarantor shall give access to Purchaser to inspect and copy the minute books and other records of Sellers in Sellers' or Seller Guarantor's possession, if, in either case, the requesting party reasonably requests such records. All such information, and any similar information previously provided, shall be retained by the receiving party and its agents in confidence and (other than information which has prior thereto been made public) shall not at any time be disclosed by it to third Persons except as may be required to comply with valid and applicable laws, rules, regulations or orders of any court or governmental agency.
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Related to Access; Notice of Actions

  • Notice of Actions Tenant will notify Landlord of any of the following actions affecting Landlord, Tenant or the Premises or the Project that result from or in any way relate to Tenant’s use of the Premises or the Project immediately after receiving notice of the same: (i) any enforcement, cleanup, removal or other governmental or regulatory action instituted, completed or threatened under any Hazardous Materials Law; (ii) any claim made or threatened by any person relating to damage, contribution, liability, cost recovery, compensation, loss or injury resulting from or claimed to result from any Hazardous Material; and (iii) any reports made by any person, including Tenant, to any environmental agency relating to any Hazardous Material, including any complaints, notices, warnings or asserted violations. Tenant will also deliver to Landlord, as promptly as possible and in any event within five (5) business days after Tenant first receives or sends the same, copies of all claims, reports, complaints, notices, warnings or asserted violations relating in any way to the Premises or the Project or Tenant’s use of the Premises or the Project. Upon Landlord’s written request, Tenant will promptly deliver to Landlord documentation acceptable to Landlord reflecting the legal and proper disposal of all Hazardous Materials removed or to be removed from the Premises. All such documentation will list Tenant or its agent as a responsible party and the generator of such Hazardous Materials and will not attribute responsibility for any such Hazardous Materials to Landlord or Landlord’s property manager.

  • Notice of Action When a supervisor or manager believes it is necessary to impose a minor disciplinary action on an employee, the supervisor shall notify the employee in writing of his/her decision stating the reason for the action, the regulations or rules which have been violated, the specific action to be taken, and the effective date of the action.

  • Notice of Direct Claims Any claim for indemnification or contribution under this Agreement or any Ancillary Agreement that does not result from a Third-Party Claim shall be asserted by written notice given by the Indemnitee to the applicable Indemnifying Party; provided, that the failure by an Indemnitee to so assert any such claim shall not prejudice the ability of the Indemnitee to do so at a later time except to the extent (if any) that the Indemnifying Party is prejudiced thereby. Such Indemnifying Party shall have a period of thirty (30) days after the receipt of such notice within which to respond thereto. If such Indemnifying Party does not respond within such thirty (30)-day period, such specified claim shall be conclusively deemed a Liability of the Indemnifying Party under this Section 4.6(b) or, in the case of any written notice in which the amount of the claim (or any portion thereof) is estimated, on such later date when the amount of the claim (or such portion thereof) becomes finally determined. If such Indemnifying Party does not respond within such thirty (30)-day period or rejects such claim in whole or in part, such Indemnitee shall, subject to the provisions of Article VII, be free to pursue such remedies as may be available to such party as contemplated by this Agreement and the Ancillary Agreements, as applicable, without prejudice to its continuing rights to pursue indemnification or contribution hereunder.

  • Legal Action Notice A prompt report of any legal actions pending or threatened in writing against Borrower or any of its Subsidiaries that could result in damages or costs to Borrower or any of its Subsidiaries of, individually or in the aggregate, One Hundred Thousand Dollars ($100,000) or more; and

  • Notice of Litigation Each Seller shall promptly notify the applicable Purchaser upon becoming aware of any Proceedings or threatened Proceedings concerning any Serviced Appointment, in each case, excluding Proceedings in servicer-managed mortgage-level litigation with respect to residential mortgage-backed securities transactions. Notices delivered pursuant to this Section 5.4 will be delivered to the notice recipient designated on Annex B.

  • Notice of Legal Actions The Contractor must notify the Department of any legal actions filed against it for a violation of any laws, rules, codes, ordinances or licensing requirements within 30 days of the action being filed. The Contractor must notify the Department of any legal actions filed against it for a breach of a contract of similar size and scope to this Contract within 30 days of the action being filed. Failure to notify the Department of a legal action within 30 days of the action will be grounds for termination for cause of the Contract.

  • Notice of a License Action Grantee shall notify their contract manager of any action impacting its license to provide services under this Contract within five days of becoming aware of the action and include the following: a. Reason for such action; b. Name and contact information of the local, state or federal department or agency or entity; x. Xxxx of the license action; and d. License or case reference number.

  • Freedom of Action This Agreement is nonexclusive and either party may design, develop, manufacture, acquire or market competitive products or services. Buyer will independently establish prices for resale of Deliverables or Services and is not obligated to announce or market any Deliverables or Services and does not guarantee the success of its marketing efforts, if any.

  • Notice of Potential Claims The Contractor shall not be entitled to additional compensation or to extension of time for (1) any act or failure to act by the County Project Manager or the County, or (2) the happening of any event or occurrence, unless the Contractor has given the County a written Notice of Potential Claim within ten (10) days of the commencement of the act, failure, or event giving rise to the claim, and before final payment by the County. The written Notice of Potential Claim shall set forth the reasons for which the Contractor believes additional compensation or extension of time is due, the nature of the cost involved, and insofar as possible, the amount of the potential claim. Contractor shall keep full and complete daily records of the work performed, labor and material used, and all costs and additional time claimed to be additional.

  • Notice of Complaints Each Seller shall promptly notify the applicable Purchaser upon becoming aware of any complaint concerning any Serviced Appointment made by any party to the Serviced Corporate Trust Contracts, any Securityholder, any Credit Enhancement Provider or any rating agency.

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