Access to Information; Cooperation After Closing. On and after the Closing Date and subject to any applicable privileges (including, without limitation, the attorney-client privilege), Lockheed Xxxxxx shall, and shall cause each of the other Lockheed Xxxxxx Companies to, at their expense (i) afford Newco and its Representatives reasonable access upon reasonable prior notice during normal business hours, to all employees, offices, properties, agreements, records, books and affairs of the Lockheed Xxxxxx Companies to the extent relating to the Business, (ii) provide copies of such information concerning the Business as Newco may reasonably request for any proper purpose, including, without limitation, in connection with any public or private offering of securities by Newco or the preparation of any financial statements or in connection with any judicial, quasi judicial, administrative, or arbitration proceeding or audit (provided, however, that except as otherwise provided in writing signed by an officer of Lockheed Xxxxxx specifically approving the use of such information, the specific purpose for which such information is to be used therein and the specific representations and warranties at issue, Lockheed Xxxxxx makes no representations or warranties to the Purchasers, Newco or any other Person in respect of any such information) and (iii) cooperate fully with Newco for any proper purpose, including, without limitation, in the defense or pursuit of any Transferred Asset, Assumed Liability or any claim or action that relates to occurrences involving the Business prior to the Closing Date.
Access to Information; Cooperation After Closing. (a) On and after the Closing Date, Seller shall, and shall cause each of the other Seller Companies to, at their expense (i) afford Buyer and its Representatives reasonable access upon reasonable prior notice during normal business hours, to all employees, offices, properties, agreements, records, books and affairs of Seller Companies to the extent relating to the conduct of the HPG Business prior to the Closing and (ii) cooperate fully with Buyer with respect to matters relating to the conduct of the HPG Business prior to the Closing, including, without limitation, in the defense or pursuit of any Transferred Asset or Assumed Liability or any claim or action that relates to occurrences involving the HPG Business prior to the Closing Date. In addition, Seller shall cause its independent accountants to make available their work papers in respect of the HPG Financial Statements and the financial statements contemplated by Section 9.02(g).
Access to Information; Cooperation After Closing. (a) During the period from the date hereof to the Closing Date, the Seller will give to the Purchaser, and to the Purchaser's accountants, advisors, counsel, environmental consultants and other representatives (collectively, the "Purchaser Representatives"), full and complete access during normal business hours and upon reasonable advance notice to Seller to all of the Seller's books and records, personal property, the Owned Real Property, the Leased Real Property, contracts, commitments, and management personnel (including, without limitation, officers, management and outside accountants and attorneys), will furnish to the Purchaser all such documents and copies of documents and information with respect to its affairs and the Business as the Purchaser may, from time to time, reasonably request, including without limitation copies of leases for office space and equipment, copies of all tax returns (federal, state, and local) relating to the Business, copies of bank statements and records relating to the Business, and copies of monthly internal financial statements (including balance sheets, income statements, and cash flow statements) for the Business for all such periods since inception through the Closing Date and will provide the Purchaser and the Purchaser's Representatives with such assistance as may reasonably be requested by Purchaser in connection with the Purchaser's due diligence review of the Assets and the Business, including, without limitation, facilitating a Phase I environmental survey at every location used by the Seller in the conduct of the Business. (b) On or after the Closing Date and subject to any applicable privileges (including, without limitation, the attorney-client privilege), the Seller shall, at its expense, (i) afford Purchaser and the Purchaser Representatives reasonable access upon reasonable prior notice during normal business hours, to all personnel, offices, properties, agreements, record and books retained by the Seller to the extent relating to the conduct of the Business prior to the Closing and (ii) cooperate fully with Purchaser with respect to matters relating to the conduct of the Business prior to the Closing, including, without limitation, in the defense or pursuit of any claim or action that relates to occurrences involving the Business prior to the Closing Date and (iii) use commercially reasonable efforts furnish to the Purchaser upon request, for a period of five (5) years following the Closing Date, regular...
Access to Information; Cooperation After Closing. On and after the Closing Date and subject to any applicable privileges (including, without limitation, the attorney-client and work-product privileges; provided that Parent and the Seller Companies shall use commercially reasonable efforts to provide access to Buyer in a manner that does not violate any applicable privileges), Parent shall, and shall cause each of the other Seller Companies to, at their expense (i) afford Buyer and its Representatives reasonable access upon reasonable prior notice during normal business hours, to all employees, offices, properties, agreements, records, books and affairs of Seller Companies to the extent relating to the conduct of the TTS Business prior to the Closing and (ii) cooperate fully with Buyer with respect to matters relating to the conduct of the TTS
Access to Information; Cooperation After Closing. Except as may be deemed appropriate to ensure compliance with respect to any Applicable Laws (including, without limitation, any antitrust regulations) and subject to any confidentiality obligations or applicable privileges (including, without limitation, the attorney-client and work-product privileges), for a period of two (2) years after the Closing Date, each Party shall use its good faith reasonable efforts to provide the other Party and its representatives at the other Party's expense. information reasonably requested by the other Party relating to the Transferred Assets or Assumed Liabilities to the extent required by the other Party to permit the other Party to determine any matter relating to its rights and obligations under the Operative Agreements and its compliance with applicable Tax and financial reporting requirements. Any requests pursuant to this Section 4.8 shall be at the expense of the requesting Party.
Access to Information; Cooperation After Closing. (a) During the period from the date hereof to the Closing Date, the Seller will give to the Purchaser, and to the Purchaser's accountants, advisors, counsel, environmental consultants and other representatives (collectively, the "Purchaser Representatives"), full and complete access during normal business hours and upon reasonable advance notice to Seller to all of the Seller's books and records, personal property, the Owned Real Property, the Leased Real Property, contracts, commitments, and management personnel (including, without limitation, officers, management and outside accountants and attorneys), will furnish to the Purchaser all such documents and copies of documents and information with respect to its affairs and the Business as the Purchaser may, from time to time, reasonably request, including without limitation copies of leases for office space and equipment, copies of all tax returns (federal, state, and local) relating to the Business, copies of bank statements and records relating to the Business, and copies of monthly internal financial statements (including balance sheets, income statements, and cash flow statements) for the Business for all such periods since inception through the Closing Date and will provide the Purchaser and the Purchaser's Representatives with such assistance as may reasonably be requested by Purchaser in connection with the Purchaser's due diligence review of the Assets and the Business, including, without limitation, facilitating a Phase I environmental survey at every location used by the Seller in the conduct of the Business.
Access to Information; Cooperation After Closing. On and after the Closing Date, ISONICS shall, at E-P's expense, (i) afford E-P reasonable access upon reasonable prior notice during normal business hours to all employees, offices, properties, contracts, records, books and affairs of ISONICS to the extent relating to the conduct of the DZ Business prior to the Closing, and (ii) cooperate fully with E-P with respect to matters relating to the conduct of the DZ Business prior to the Closing, including, without limitation, in the defense or pursuit of any Zinc Asset or Assumed Liability or any claim or action that relates to occurrences involving the DZ Business prior to the Closing Date.
Access to Information; Cooperation After Closing. On and after the Closing Date and subject to any applicable privileges (including, without limitation, the attorney-client privilege), Black & Decker shall, and shall cause each of its Subsidiaries to, at their xxxxxse (i) afford Buyer and its Representatives reasonable access upon reasonable prior notice during normal business hours, to all employees, offices, properties, agreements, records and books retained by Black & Decker and its Subsidiaries to the extent relating to the conduct xx xxx Glass Machinery Business prior to the Closing and (ii) cooperate fully with Buyer with respect to matters relating to the conduct of the Glass Machinery Business prior to the Closing, including, without limitation, in the defense or pursuit of any Transferred Asset or Assumed Liability or any claim or action that relates to occurrences involving the Glass Machinery Business prior to the Closing Date.
Access to Information; Cooperation After Closing. Except as appropriate to ensure compliance with any Applicable Laws (including, without limitation, any requirements with respect to security clearances) and subject to any applicable privileges (including, without limitation, the attorney-client privilege), on and after the Closing Date the Seller shall (i) at the Seller's expense, afford the Purchaser and its Representatives reasonable access upon reasonable prior notice during normal business hours, to all employees, offices, properties, agreements, records, books and affairs of the Seller and its Subsidiaries to the extent relating to the business of CE, (ii) at the Seller's expense, provide copies of such information concerning the business of CE as the Purchaser may reasonably request for any proper purpose, including, without limitation, in connection with the preparation of any financial statements or in connection with any judicial, quasi judicial, administrative or arbitration proceeding and (iii) at the Purchaser's and CE's expense, cooperate fully with the Purchaser for any proper purpose, including, without limitation, in the defense or pursuit of any claim or action that relates to occurrences involving the business of CE prior to the Closing Date.
Access to Information; Cooperation After Closing. On and after the Closing Date and subject to any applicable privileges (including, without limitation, the attorney-client and work-product privileges; provided that Parent and the Seller Companies shall use commercially reasonable efforts to provide access to Buyer in a manner that does not violate any applicable privileges), Parent shall, and shall cause each of the other Seller Companies to, at their expense (i) afford Buyer and its Representatives reasonable access upon reasonable prior notice during normal business hours, to all employees, offices, properties, agreements, records, books and affairs of Seller Companies to the extent relating to the conduct of the TTS Business prior to the Closing and (ii) cooperate fully with Buyer with respect to matters relating to the conduct of the TTS Business prior to the Closing, including, without limitation, in the defense or pursuit of any Contributed Asset, Transferred Intellectual Property or Assumed Liability or any claim or action that relates to occurrences involving the TTS Business prior to the Closing Date.
