Common use of Access to Information; Notification of Certain Matters Clause in Contracts

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC and AMCON shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON and HNWC will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.9. No information or knowledge obtained in any investigation pursuant to this Section 7.5 shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Hawaiian Natural Water Co Inc), Agreement and Plan of Merger (Hawaiian Natural Water Co Inc), Agreement and Plan of Merger (Hawaiian Natural Water Co Inc)

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Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable lawLaw, HNWC Xxxxxxx and AMCON Cardiac shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers books and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects records of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 8.3(a) shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each All such information shall be deemed proprietary information of AMCON and HNWC will holdthe delivering party, and will cause its respective officersshall, employeesto the fullest extent permitted by Law, counsel, financial advisors, auditors be kept confidential by the receiving party and not used other authorized representatives to hold, any nonpublic information obtained than in any such investigation in confidence in accordance connection with Section 7.9the transactions contemplated by this Agreement. No information or knowledge obtained in any investigation pursuant to this Section 7.5 8.3(a) shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cardiac Science Inc), Agreement and Plan of Merger (Quinton Cardiology Systems Inc)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC and AMCON CITATION shall (i) give to the other partyCerner, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects of such party, (ii) consistent with its legal obligations, furnish or make available to the other partyCerner, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party Cerner in its investigation. Any investigation pursuant to this Section 6.5 7.4 shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON Cerner and HNWC CITATION will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.9the Confidentiality Agreement. No information or knowledge obtained in any investigation pursuant to this Section 7.5 7.4 shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Citation Computer Systems Inc)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC the Company and AMCON Fidelity shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers books and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects records of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 8.4(a) shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required All such information shall be governed by law, each the terms of AMCON and HNWC will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.9the Confidentiality Agreement. No information or knowledge obtained in any investigation pursuant to this Section 7.5 8.4(a) shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fidelity National Financial Inc /De/)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC the Company and AMCON FNIS shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers books and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects records of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 9.4(a) shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required All such information shall be governed by law, each the terms of AMCON and HNWC will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.9the Confidentiality Agreement. No information or knowledge obtained in any investigation pursuant to this Section 7.5 9.4(a) shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Factual Data Corp)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC the Company and AMCON Acquiror shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the its personnel, offices, properties, books, books and records, contracts, commitments, officers and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects of such party, (ii) consistent with its legal obligations, furnish or make available to the other partyparty (and to any third party who has entered into a confidentiality agreement with Acquiror, which agreement acknowledges that the Company is a beneficiary thereunder and a copy is delivered to each party hereto), its counsel, financial advisors, auditors and other authorized representatives such any financial and operating data and other information as such those Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 shall be conducted in such manner as a manner, which will not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON the Company and HNWC Acquiror will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.9. No information or knowledge obtained in any investigation pursuant to this Section 7.5 shall affect or be deemed to modify any representation or warranty made by any party hereunder8.6.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quorum Health Group Inc)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC ANFI and AMCON FNF shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers books and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects records of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 8.4(a) shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required All such information shall be deemed proprietary information of the delivering party, and shall, to the fullest extent permitted by law, each of AMCON be kept confidential by the receiving party and HNWC will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and not used other authorized representatives to hold, any nonpublic information obtained than in any such investigation in confidence in accordance connection with Section 7.9the transactions contemplated by this Agreement. No information or knowledge obtained in any investigation pursuant to this Section 7.5 8.4(a) shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Anfi Inc)

Access to Information; Notification of Certain Matters. (a) From the ------------------------------------------------------ date hereof until the Effective Time and subject to applicable law, HNWC the Company and AMCON Acquiror shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the its personnel, offices, properties, books, books and records, contracts, commitments, officers and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects of such party, (ii) consistent with its legal obligations, furnish or make available to the other partyparty (and to any third party who has entered into a confidentiality agreement with Acquiror, which agreement acknowledges that the Company is a beneficiary thereunder and a copy is delivered to each party hereto), its counsel, financial advisors, auditors and other authorized representatives such any financial and operating data and other information as such those Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 shall be conducted in such manner as a manner, which will not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON the Company and HNWC Acquiror will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.9. No information or knowledge obtained in any investigation pursuant to this Section 7.5 shall affect or be deemed to modify any representation or warranty made by any party hereunder8.6.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Triad Hospitals Holdings Inc)

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Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC the Company and AMCON Acquiror shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the its offices, properties, books, books and records, contracts, commitments, officers and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such any financial and operating data and other information as such those Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 shall be conducted in such a manner as which will not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON the Company and HNWC Acquiror will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, hold any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.98.8. No information or knowledge obtained in any investigation pursuant to this Section 7.5 8.4 shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Consolidated Papers Inc)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC UCC and AMCON IP shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers books and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects records of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON UCC and HNWC IP will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.98.08. No information or knowledge obtained in any investigation pursuant to this Section 7.5 8.04 shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Union Camp Corp)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC STC and AMCON Epitope shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 8.5 shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON Epitope and HNWC STC will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.98.9. No information or knowledge obtained in any investigation pursuant to this Section 7.5 8.5 shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Epitope Inc/Or/)

Access to Information; Notification of Certain Matters. (a) From the date hereof until the Effective Time and subject to applicable law, HNWC UCC and AMCON IP shall (i) give to the other party, its counsel, financial advisors, auditors and other authorized representatives reasonable access during normal business hours to the offices, properties, books, records, contracts, commitments, officers books and employees and all other information concerning it and its business, properties, assets, condition (financial or otherwise) or prospects records of such party, (ii) consistent with its legal obligations, furnish or make available to the other party, its counsel, financial advisors, auditors and other authorized representatives such financial and operating data and other information as such Persons may reasonably request and (iii) instruct its employees, counsel, financial advisors, auditors and other authorized representatives to cooperate with the reasonable requests of the other party in its investigation. Any investigation pursuant to this Section 6.5 shall be conducted in such manner as not to interfere unreasonably with the conduct of the business of the other party. Unless otherwise required by law, each of AMCON UCC and HNWC IP will hold, and will cause its respective officers, employees, counsel, financial advisors, auditors and other authorized representatives to hold, any nonpublic information obtained in any such investigation in confidence in accordance with Section 7.98.8. No information or knowledge obtained in any investigation pursuant to this Section 7.5 8.4 shall affect or be deemed to modify any representation or warranty made by any party hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (International Paper Co /New/)

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