Access of Buyer. (a) During the Interim Period, Seller will provide, and will cause the Acquired Companies to provide, Buyer and its Representatives with reasonable access, upon reasonable prior notice (but in no event less than five (5) Business Days’ prior written notice) and during normal business hours, to the properties, books and records of the Acquired Companies and the appropriate officers and employees of Seller and its Affiliates who have significant responsibility for one or more Acquired Companies, but only to the extent that such access does not unreasonably interfere with the business of Seller and its Affiliates or the Businesses of the Acquired Companies, that such access is reasonably related to the requesting Party’s obligations and rights hereunder, and subject to compliance with applicable Laws and Seller’s or any of its Affiliates’ safety policies, protocols and requirements; provided, however, that Seller shall have the right to (i) have a Representative present for any permitted communication with employees or officers of Seller or its Affiliates and (ii) impose reasonable restrictions and requirements for safety purposes. Buyer shall be entitled, at its sole cost and expense, to have the Property surveyed and to conduct non-invasive physical inspections; provided, however, that Buyer shall not be entitled to collect any air, soil, surface water or ground water samples nor to perform any invasive or destructive sampling on the Property. Promptly upon completion of any such entry, Buyer shall repair any damage caused by such entry. Any disclosure to Buyer pursuant to the foregoing shall be subject to such disclosure (w) not violating any applicable Laws, (x) not resulting in the waiver of any attorney/client, work product, or similar privilege, (y) not being of confidential information concerning the activities of Seller or its Affiliates (other than the Acquired Companies) that is unrelated to the Acquired Companies, the Business of any Acquired Company, or the Projects, or (z) not being of proprietary models of Seller or any of its Affiliates pertaining to energy project evaluation, energy, natural gas, fuel oil or other fuel price curves or projections, or other economic predictive models.
Access of Buyer. (a) During the Interim Period, Seller will provide Buyer and its prospective financing sources and its and their Representatives with reasonable access during normal business hours (and other hours as reasonably appropriate to fulfill the intent of this provision) to the Facilities and the officers and management employees of Seller and its Affiliates (including the Companies) in such a manner so as not to unreasonably interfere with the business or operations of Seller or its Affiliates (including the Companies), such access to include participation by Buyer in material management meetings and technical meetings, including those relating to major capital projects and unit overhauls; provided, that Seller shall have the right to (i) have a Representative present for any communication with employees or officers of Seller or its Affiliates and (ii) impose reasonable restrictions and requirements for safety or operational purposes. Buyer shall be entitled, at its sole cost and expense, to visit the Real Property and to receive such information as may reasonably be required so that it may prepare and/or review financial statements after the date hereof. Notwithstanding the foregoing, Seller shall not be required to provide any information or allow any inspection which it reasonably believes it may not provide to Buyer or allow by reason of applicable Law, which constitutes or allows access to information protected by attorney/client privilege, or which Seller or its Affiliates is required to keep confidential or prevent access to by reason of contract, agreement or understanding with third parties if Seller has used commercially reasonable efforts to obtain the consent of such third party to such inspection or disclosure. Following the Closing, Seller shall be entitled to retain copies of all books and records relating to the ownership and/or operation of the Companies or their respective businesses.
Access of Buyer. (a) During the Interim Period, Seller will provide Buyer and its Representatives with reasonable access during normal business hours to the Facilities and the officers and management employees of Seller and its Affiliates (including the Companies) in such a manner so as not to unreasonably interfere with the business or operations of Seller or its Affiliates (including the Companies); provided, however, that Seller shall have the right to (i) have a Representative present for any communication with employees or officers of Seller or its Affiliates and (ii) impose reasonable restrictions and requirements for safety or operational purposes. Buyer shall be entitled, at its sole cost and expense, to visit the Property. Notwithstanding the foregoing, Seller shall not be required to provide any information or allow any inspection which it reasonably believes it may not provide to Buyer or allow by reason of applicable Law, which constitutes or allows access to information protected by attorney/client privilege, or which Seller or its Affiliates is required to keep confidential or prevent access to by reason of contract, agreement or understanding with third parties if Seller has used reasonable best efforts to obtain the consent of such third party to such inspection or disclosure. Following the Closing, Seller shall be entitled to retain copies of all books and records relating to the ownership and/or operation of the Companies or their respective businesses.
Access of Buyer. (a) From the date hereof until the Closing (the “Interim Period”), Seller will provide Buyer and its Representatives with full access, upon reasonable prior notice and during normal business hours, to the Assets of the Companies and the officers and employees of Seller and its Affiliates, but only to the extent that such access does not unreasonably interfere with the business of Seller or its Affiliates or the safe commercial operations of the Assets of the Companies; provided, however, that (A) all such activities will be coordinated through a single person designated for such purpose by Seller, (B) Seller shall have the right to have a Representative present for any communication with employees or officers of Seller or its Affiliates and (C) Buyer shall and shall cause its Representatives to observe and comply with all health, safety and security requirements of each of the Companies. Buyer shall hold in confidence all such information on the terms and subject to the conditions contained in the Confidentiality Agreement, provided, however, if the Confidentiality Agreement was executed by an Affiliate of Buyer, then Buyer hereby agrees to be bound by and to comply with the terms and conditions of such Confidentiality Agreement.
Access of Buyer. Buyer shall have access to the employees, offices, properties, records, files, geological and geophysical data, engineering reports and evaluations, books of account, and all other information of the Seller pertaining to the Interests; provided, however, that such investigation shall be conducted during normal business hours and in a manner that does not unreasonably interfere with Seller's normal operations. Seller shall reasonably assist Buyer in making such investigation and shall cause the counsel, accountants, employees and other representatives of Seller to be reasonably available to Buyer for such purposes. During such investigation, Buyer shall have the right to make copies of such records, files and other materials as Buyer may deem advisable.
Access of Buyer. (a) During the Interim Period, Seller will provide (or will cause each Company to provide) Buyer and its Representatives with reasonable access, upon reasonable prior notice and during normal business hours, to the Assets of such Company and the officers and employees of such Company (or, as appropriate, its Affiliates) who have significant responsibility for the Assets of such Company, but only to the extent that such access (i) does not unreasonably interfere with the Business or the safe commercial operations of the Assets of such Company (or, as appropriate, its Affiliates) and (ii) is reasonably related to Buyer’s obligations and rights hereunder; provided, however, that (A) Seller shall have the right to have a Representative present for any communication with employees or officers of such Company or its Affiliates, (B) Buyer shall and shall cause its Representatives to observe and comply with all generally applicable health, safety and security requirements of such Company and (C) Buyer shall not conduct any environmental sampling or testing, except for the completion of a Phase I environmental review, or otherwise make direct contact identifying the Company with regulators of such Company, without receiving the prior written consent of the Seller; provided, however, Buyer shall be permitted to contact the New Mexico State Land Office and Bureau of Land Management after reasonable prior notice to and consultation with Seller, such notice to include a general description of the matters Buyer desires to discuss and address with the New Mexico State Land Office and Bureau of Land Management. Buyer shall hold in confidence all such information on the terms and subject to the conditions contained in Section 6.11. Notwithstanding the foregoing, Buyer shall have no right of access to, and none of the Companies, Seller nor any of their respective Affiliates shall have any obligation to provide any information, the disclosure of which (1) would reasonably be expected in the opinion of counsel to jeopardize any privilege available to Seller, the Companies or any of their respective Affiliates, (2) would cause Seller, the Companies or any of their respective Affiliates to breach a Material Contract or express confidentiality obligation, or (3) would result in a violation of Law.
Access of Buyer. Section 6.02 Conduct of Business Pending the Closing
Access of Buyer. During the period from the date hereof through the Closing Date, Federal-Mogul will afford Buyer and its authorized Representatives reasonable access to the sites, properties, books and records owned or leased by the Business and shall furnish Buyer with such additional financial and operating data and other information regarding the Business as Buyer may from time to time reasonably request.
Access of Buyer. (a) During the Interim Period, Seller shall provide, and shall cause the Targets to provide, Buyer and its Affiliates and Representatives with reasonable access, as Buyer may reasonably request during regular business hours and upon reasonable advance notice, to (i) their respective personnel, officers and directors, (ii) the Books and Records, Permits, Contracts and other information of the Targets or otherwise related to the Business and (iii) the offices, plants, facilities and properties of the Targets, in each case, as Buyer may reasonably require in relation to Buyer’s obligations and rights hereunder; provided, however, that (w) such access does not unreasonably interfere with the operations of Seller or its Affiliates or the safe commercial operations of the Targets, (x) Buyer shall, and shall cause its authorized Affiliates and Representatives to, observe and comply with all health, safety and security requirements at any plants and other facilities of the Targets that they may access, (y) Buyer and its authorized Affiliates and Representatives shall not be entitled to collect any air, soil, surface water, ground water or building material samples nor to perform any invasive or destructive sampling on any plants and other facilities of the Targets to which they may access and (z) Seller shall have the right to have a Representative of its choice present at all times during any such inspections conducted at or on the offices, plants, facilities or properties of any of the Targets.
Access of Buyer. Buyer shall have access to the employees, offices, properties, records, files, geological and geophysical data, engineering reports and evaluations, books of account, and all other information of the Companies, Sycamore and NE 23rd pertaining to the business, properties and affairs of the Companies and Sycamore; provided, however, that such investigation shall be conducted during normal business hours and in a manner that does not unreasonably interfere with the Companies' normal operations and employee relationships. Sellers shall cause the Companies' personnel to reasonably assist Buyer in making such investigation and shall cause the counsel, accountants, employees and other representatives of the Companies, Sycamore and NE 23rd to be reasonably available to Buyer for such purposes. During such investigation, Buyer shall have the right, at Buyer's sole cost and expense, to make copies of such records, files and other materials as Buyer may deem advisable.
