ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. (a) During the pendency of the transactions contemplated hereby, the Seller shall cause the Company to give the Purchaser, its legal counsel, accountants and other representatives full access, upon reasonable request and at reasonable times, throughout the period prior to the Closing, to all of the Company's properties, books, contracts, commitments, personnel, agents and records, permit the Purchaser and such representatives to make such inspections (including, without limitation, with regard to currently owned properties and certain properties leased by the Company (collectively, the "Real Property"), physical inspection of the surface and subsurface thereof) as they may reasonably require and furnish to the Purchaser and such representatives during such period all such information concerning the Company and its affairs as they may reasonably request. The Purchaser agrees to conduct any such investigation and inspection in a manner so as not to unreasonably interfere with the Company's business operations.
(b) All information disclosed by the Company or the Seller to the Purchaser shall be subject to the terms of the letter agreement, dated as of April 10, 1998, among the Seller, CMH and Code Xxxxxxxx & Xxxxxxx III, L.P. regarding confidentiality (the "Confidentiality Agreement").
(c) The Purchaser agrees to cooperate with and to make available to the Seller such documents, books, records or information relating to the Company's operation prior to the Closing Date as the Seller may reasonably require after the Closing in order to file tax returns, respond to claims asserted by third parties or otherwise wind up its affiliation with the Company. The Purchaser agrees to cause the Company to preserve and protect all books, records, files and data referred to above for a period of six (6) years after the Closing Date. The Purchaser agrees not to permit the Company to destroy any files or records which are subject to this paragraph (c) for six (6) years after the Closing Date, and thereafter, without giving at least thirty (30) days' notice to the Seller. Upon receipt of such notice, the Seller may (A) cause to be delivered to it the files or records intended to be destroyed, at the Seller's expense, or (B) notify the Purchaser that the Seller will pay the cost of storing and maintaining such files or records (including any necessary costs of moving such files or records to a location under control of the Seller).
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. During the pendency of the transactions contemplated hereby, the Members and the Company shall, to the extent permitted by law, give Compass, its legal counsel, accountants and other representatives full access, during normal business hours and upon reasonable advance notice, throughout the period prior to the Closing, to all of the Company's properties, books, contracts, commitments and records, permit Compass to make such inspections (including without limitation physical inspection of the surface and subsurface of any property thereof and any structure thereon) as they may require and furnish to Compass during such period all such information concerning the Company and its affairs as Compass may reasonably request. All information disclosed by the Members or the Company to Compass which is confidential and is so identified to Compass as confidential shall be held confidential by Compass and its representatives, except to the extent counsel to Compass in its reasonable opinion has advised it such information is required to or should be disclosed in filings with regulatory agencies or governmental authorities or in proxy materials delivered to shareholders of the Company. In the event this Agreement is terminated pursuant to the provisions of Article VIII, upon the written request of the Company, Compass agrees to destroy or return to the Company all copies of such confidential information.
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. During the pendency of the transactions contemplated hereby, the Seller shall give the Purchasers, their legal counsel, accountants and other representatives full access during normal business hours, throughout the period prior to the Closing Date, to all of the assets of the Business, including, without limitation, the books, Contracts, properties, premises, permits, licenses, Governmental Authorizations and records, and shall permit the Purchasers and their representatives to make such inspections (including, without limitation, with regard to such properties, physical inspection of the surface and subsurface thereof which is not materially intrusive) and to have discussions with material suppliers and customers of Seller as the Purchasers and such representatives may require and furnish to the Purchasers and their representatives during such period all such information concerning Seller and its affairs as they may reasonably request. With regard to physical inspection or testing, Purchasers shall restore such properties, to the extent reasonable and customary under the circumstances, to substantially their original condition. Purchasers shall be responsible for any Loss (other than consequences of complying with applicable Governmental Requirements) resulting directly from Purchasers' entry or conduct of such testing. Purchasers shall be responsible for disposal of any waste or materials generated during such investigation in accordance with any applicable Governmental Requirements. Upon Seller's request, Purchasers shall provide Seller a copy of any such written test methodologies or results which relate to the Assets. Purchasers shall maintain the confidentiality of such test results in accordance with SECTION 6.
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. (a) During the pendency of the transactions contemplated hereby, Target Corporation shall, to the extent permitted by law, give Acquiring Corporation, its legal counsel, accountants and other representatives full access, upon reasonable request and at reasonable times, throughout the period prior to the Closing, to all of Target Corporation's properties, books, contracts, commitments and records, permit Acquiring Corporation and such representatives to make such inspections (including without limitation with regard to such currently owned properties, physical
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. Pending consummation of the transactions contemplated hereby, Mercantile shall, to the extent permitted by law, give Acquiror, its legal counsel, accountants and other representatives full access, during normal business hours, throughout the period prior to the Closing, to all of Mercantile's and Mercantile's Subsidiaries' properties, books, contracts, commitments and records, permit Acquiror to make such inspections (including, without limitation, with regard to such properties physical inspection of the surface and subsurface thereof and any structure thereon) as they may require and furnish to Acquiror during such period all such information concerning Mercantile and its Subsidiaries and their affairs as Acquiror may reasonably request. All information disclosed by Mercantile to Acquiror shall be held confidential by Acquiror and its representatives, except to the extent counsel to Acquiror has advised it such information is required to or should be disclosed in filings with regulatory agencies or governmental authorities or was already public information when provided to Acquiror. In the event this Agreement is terminated pursuant to the provisions of Article VIII., Acquiror agrees to destroy or at Mercantile's option return to Mercantile all copies of such confidential information.
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. During the pendency of the transactions contemplated hereby, the Company shall, to the extent permitted by law, give Compass, its legal counsel, accountants and other representatives full access, during normal business hours, throughout the period prior to the Closing, to all of the Company's properties, books, contracts, commitments and records, permit Compass to make such inspections (including without limitation physical inspection of the surface and subsurface of any property thereof and any structure thereon) as they may require and furnish to Compass during such period all such information concerning the Company and its affairs as Compass may reasonably request. All information disclosed by the Company to Compass which is confidential and is so identified to Compass as confidential shall be held confidential by Compass and its representatives, except to the extent counsel to Compass has advised it such information is required to or should be disclosed in filings with regulatory agencies or governmental authorities or in proxy materials delivered to shareholders of the Company. In the event this Agreement is terminated pursuant to the provisions of Article VIII, upon the written request of the Company, Compass agrees to destroy or return to the Company all copies of such confidential information.
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. During the pendency of the transactions contemplated hereby, the Seller shall give the Purchasers, their legal counsel, accountants and other representatives full access during normal business hours, throughout the period prior to the Closing Date, to all of the assets of the Business, including, without limitation, the books, Contracts, properties, premises, permits, licenses, Governmental Authorizations and records, and shall permit the Purchasers and their representatives to make such inspections (including, without limitation, with regard to such properties, physical inspection of the surface and subsurface thereof which is not materially intrusive) and to have discussions with material suppliers and customers of Seller as the Purchasers and such representatives may require and furnish to the Purchasers and their representatives during such period all such information concerning Seller and its affairs as they may reasonably request. With regard to physical inspection or testing, Purchasers shall restore such properties, to the extent reasonable and customary under the circumstances, to substantially their original condition. Purchasers shall be responsible for any Loss (other than consequences of complying with applicable Governmental Requirements)
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. Each of the corporate parties shall give to the other and to the other's counsel, accountants, engineers and other advisors, agents, consultants and representatives, full access, during normal business hours throughout the period prior to the Closing Date, to all of the properties, books, Contracts, commitments, records and responsible employees of such party, and will promptly furnish to the other party during such period all such information concerning such party as the other party reasonably may request.
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. During the pendency of the transactions contemplated hereby, the Company shall, to the extent permitted by law, give the Buyer, its legal counsel, accountants and other representatives full access, during normal business hours and upon reasonable advance notice, throughout the period prior to the Closing, to all of the Company's and its Subsidiaries' properties, books, contracts, commitments and records, permit the Buyer to make such inspections (including without limitation physical inspection of the surface and subsurface of any property thereof and any structure thereon) as they may reasonably require and furnish to the Buyer during such period all such information concerning the Company and its Subsidiaries and their affairs as the Buyer may reasonably request. All information disclosed by the Company and its Subsidiaries to the Buyer which is nonpublic shall be held confidential by the Buyer and its representatives. In the event that the Buyer is required by applicable law or valid court process to disclose such information, the Buyer shall provide the Company with prompt written notice of any such requirement so that the Company may seek a protective order or other appropriate remedy and/or waive compliance with this Section 6.1. If in the absence of a protective order or other remedy or the receipt of a waiver, the Buyer is nonetheless, in the written opinion of counsel, legally compelled to disclose any such information to any tribunal or else stand liable for contempt or suffer other censure or penalty, the Buyer may, without liability hereunder, disclose to such tribunal only that portion of the nonpublic information which such counsel advises the Buyer it is legally required to disclose. In the event this Agreement is terminated pursuant to the provisions of Article VIII, the Buyer agrees to destroy or return to the Company all copies of such nonpublic information and shall not thereafter use any such information to any purpose whatsoever.
ACCESS TO, AND INFORMATION CONCERNING, PROPERTIES AND RECORDS. During the pendency of the transactions contemplated hereby, the Company and the Stockholders shall give Purchaser, its legal counsel, accountants and other representatives full access (and shall otherwise fully cooperate, including by making available copies of all of the following which are susceptible to photostatic reproduction), during normal business hours, throughout the period prior to the
