Access to Facilities, Files and Records. At the reasonable request of Buyer, Seller shall give Buyer and its representatives (1) reasonable access during normal business hours to all facilities, property, accounts, title papers, insurance policies, licenses, agreements, commitments, records, machinery, fixtures, furniture, and inventories related to the Station or the Station Assets, and (2) all such other information concerning the affairs of the Station as Buyer may reasonably request. The rights of Buyer under this Section shall not be exercised in such a manner as to interfere unreasonably with the business of the Station.
Access to Facilities, Files and Records. At the reasonable request of Buyer and subject to the need to preserve the confidentiality of this transaction prior to Closing in order to preserve relationships with employees and customers, Sellers and Mxxxxx Communications shall give or cause to be given to the officers, employees, accountants, counsel and authorized representatives of Buyer (a) access after prior notice during normal business hours to all Facilities, property, accounts, books, minute books, deeds, title papers, licenses, agreements, contracts, Tax Returns (other than Federal and State income Tax Returns), records and files of every character, equipment, machinery, fixtures, furniture, vehicles, notes and accounts payable and receivable and inventories primarily related to the Publications, and (b) all such other information concerning the Acquired Assets and affairs of the Publications as Buyer may reasonably request. With the consent and supervision of Sellers, Sellers and Mxxxxx Communications shall permit representatives of Buyer to perform inspections of the Real Property and the structures located thereon and to perform surveys, environmental assessments, sampling and audits as Buyer may request with respect to the Acquired Assets.
Access to Facilities, Files and Records. At the reasonable request of the Buyer and on reasonable advance notice, the Company shall, from time to time, promptly give or cause to be given to the officers, employees, accountants, counsel, agents, consultants and representatives of the Buyer full access during normal business hours to:
(a) all facilities, properties, accounts, books, deeds, title papers, insurance policies, agreements, contracts, commitments, records and files of every character, including, without limitation, the Company's minute book, equipment, machinery, fixtures, furniture, vehicles, notes and accounts payable and receivable of the Company relating to the Business; and (b) all such other information concerning the Business as the Buyer may reasonably request. Any investigation or examination by the Buyer in connection with the foregoing shall not in any way diminish or obviate any representations or warranties of the Sellers and the Company made in this Agreement, the Exhibits, Schedules and documents delivered pursuant to this Agreement. Any and all information, disclosures, knowledge or facts regarding the Company, the Business and its operations and properties derived from or resulting from the Buyer's acts or conduct (including, without limitation, acts or conduct of the Buyer's officers, employees, accountants, counsel, agents, consultants or representatives, or any of them (collectively, the "Representatives")) under the provisions of this Section or otherwise obtained by the Buyer (or its Representatives) pursuant to or in connection with this Agreement shall be confidential and shall not be divulged, disclosed or communicated to any other person, firm, corporation or entity, except as required by law and to the Buyer's directors, officers, attorneys, accountants, investment bankers, investors and lenders, and their respective attorneys for the purpose of consummating the transactions contemplated by this Agreement and the Buyer shall be responsible for any breach of confidentiality by any such person. The Company shall cause its accountants and any agent of the Company in possession of the Company's books and records to cooperate with the Buyer's requests for information pursuant to this Agreement and shall request its accountants to provide the Buyer access to all of the accountants' audit and tax work papers with respect to the Company. If this Agreement terminates before Closing, the Buyer shall return promptly any information obtained regarding the Company, the Busi...
Access to Facilities, Files and Records. At the reasonable request of Buyer and subject to the need to preserve the confidentiality of this transaction prior to Closing in order to preserve relationships with employees and customers, Sellers shall give or cause to be given to the officers, employees, accountants, counsel and authorized representatives of Buyer (a) full access during normal business hours to all facilities, property, accounts, books, minute books, deeds, title papers, licenses, agreements, contracts, tax returns, records and files of every character, equipment, machinery, fixtures, furniture, vehicles, notes and accounts payable and receivable and inventories related to the Newspaper, and (b) all such other information concerning the Assets and affairs of the Newspaper as Buyer may reasonably request. With the consent and supervision of Sellers, Sellers shall permit representatives of Buyer to perform inspections of the Real Property and the structures located thereon and to perform surveys, environmental assessments, sampling and audits as Buyer may reasonably request with respect to the Assets.
Access to Facilities, Files and Records. From the date of --------------------------------------- this Agreement to the Closing Date, Holdings shall afford the officers, employees, accountants, counsel and authorized representatives of Buyer full access to (i) all of the property, accounts, books and other financial records, minute books, deeds, title papers, insurance policies, certificates, licenses, agreements, contracts, commitments, tax returns, records and files of every character, employees, equipment, machinery, fixtures, furniture, vehicles, notes and accounts payable and receivable and inventories of the Companies; (ii) all such other information concerning the affairs of the Companies as Buyer may reasonably request; (iii) consult with the independent auditors of and counsel to Holdings and the Partnership with respect to all matters, including, but not limited to, the financial condition of the Companies and the audit of General's financial statements and any legal and regulatory matters affecting the Companies; (iv) at Buyer's own cost and expense, the facilities, properties and operations of the Companies in order to perform a Phase I environmental audit (the "Environmental Audit"). The Environmental Audit, if conducted, shall be instituted within thirty (30) days after this Agreement is fully executed by both parties. A copy of the report of the Environmental Audit will be delivered promptly to the Partnership and the Partnership shall, at its expense, be afforded an opportunity (but shall not be required) to undertake a Phase II audit, if necessary, to prove to Buyer's satisfaction that no hazards exist. The Partnership, at its expense, shall be afforded a thirty (30) day period after delivery of the Environmental Audit to cure (but shall not be obligated to cure) any environmental hazards which the Environmental Audit discloses exist and Buyer shall keep confidential all information regarding any such hazards unless legally required to disclose it.
Access to Facilities, Files and Records. At the request of Buyer, Seller shall from time to time give or cause to be given to Buyer full access during normal business hours to the Purchased Assets, and all accounts, books, insurance policies, licenses, agreements, contracts and equipment with respect to the Station; provided, however, that all such access shall require the express consent of Seller and shall be scheduled in a manner reasonably acceptable to Seller.
Access to Facilities, Files and Records. At the reasonable request of ACME, the Members shall give ACME and its representatives (1) reasonable access during normal business hours to all facilities, property, accounts, title papers, insurance policies, licenses and other authorizations, agreements, commitments, records, machinery, fixtures, furniture, and inventories related to the Station, and (2) all such other information concerning the affairs of RBSLC or the Station as ACME may reasonably request.
Access to Facilities, Files and Records. At the reasonable request of Buyer and subject to the need to preserve the confidentiality of this transaction prior to Closing in order to preserve relationships with employees and customers, Sellers shall give or cause to be given to the officers, employees, accountants, counsel and authorized representatives of Buyer (a) full access during normal business hours to all facilities, property, accounts, books, minute books, deeds, title papers, licenses, agreements, contracts, tax returns, records and files of every character, equipment, machinery, fixtures, furniture, vehicles, notes and accounts payable and receivable and inventories related to the Newspaper, and (b) all such other information concerning the Assets and affairs of the Newspaper as Buyer may reasonably request. With the consent and supervision of Gannett, Gannett shall permit representatives of Buyer to perform inspections of the Real Property and the structures located thereon and to perform surveys, environmental assessments, sampling and audits as Buyer may reasonably request with respect to the Assets.
Access to Facilities, Files and Records. At the reasonable request of --------------------------------------- Evergreen, Pacific and Southern shall from time to time give or cause to be given to the officers, employees, accountants, counsel and accredited representatives
(a) full access during normal business hours to all facilities, property, accounts, books, minute books, deeds, title papers, licenses, agreements, contracts, tax returns, records and files of every character, equipment, machinery, fixtures, furniture, vehicles, notes and accounts payable and receivable and inventories related to the Stations, and (b) all such other information concerning the affairs of the Stations as is reasonably requested.
Access to Facilities, Files and Records. Upon the reasonable request of Buyers and upon reasonable prior notice, Seller and its Affiliates will give or cause to be given to the officers, employees, accountants, counsel and authorized representatives of Buyers (a) reasonable access during normal business hours to the management personnel, property, copies of the Assumed Contracts, Leases and other records and files relating to the Business except for any of the foregoing relating to the Excluded Assets or Excluded Liabilities, and (b) all such other information solely relating to the transactions contemplated by this Agreement as Buyers may reasonably request; provided, however, that neither Seller nor its Affiliates shall be required to permit such access or provide such information to the extent it would jeopardize any attorney-client privilege of Seller or any of its Affiliates or contravene any law, rule, regulation, order, judgment, decree applicable to, or binding agreement entered into by, Seller or any of its Affiliates.
