Access to Information Public Announcements. 4.1 Access to Management, Properties and Records. --------------------------------------------
Access to Information Public Announcements. 4.1 The Buyer's Access to Management. Properties and Records
Access to Information Public Announcements. 5.1. Access to Management, Properties and Records. From the date of this Agreement until the Closing Date and to the extent permitted by applicable laws, the Company, the Seller and the Parent shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer reasonable access upon reasonable prior notice and during normal business hours to all management personnel, offices, properties, books and records of the Company, for the sole purpose of facilitating the Closing of the transactions contemplated hereunder. The Company shall furnish to the Buyer such financial and operating data and other information as to the business of the Company as the Buyer shall reasonably request. Upon prior written approval of the Company, the Buyer shall also have the right to contact the Company's vendors and customers, and other persons having business dealings with the Company for the sole purpose of facilitating the Closing of the transactions contemplated hereunder. The activities contemplated by this Section 5.1 are hereinafter referred to as "Due Diligence Activities."
Access to Information Public Announcements. 4.1 ACCESS TO MANAGEMENT, PROPERTIES AND RECORDS. From the date of this Agreement until the Closing Date, Parent and Seller shall afford the officers, attorneys, accountants and other authorized representatives of Buyer and Newco free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of Parent and Seller, so that Buyer and Newco may have full opportunity to make such investigation as it shall desire to make of the management, business, properties and affairs of Seller, the Business, the Assets and the Assumed Liabilities, and Buyer and Newco shall be permitted to make abstracts from, or copies of, all such books and records. Parent and Seller shall furnish to Buyer and Newco such financial and operating data and other information as to the Assets, the Business and the Assumed Liabilities of Seller as Buyer or Newco shall reasonably request. Notwithstanding the foregoing, in the case of information which is highly sensitive or where unrestricted access to Buyer or Newco might result in significant damage to Parent or Seller, including but not limited to cases where such information or access would provide to Buyer or Newco a competitive advantage if the transactions provided for hereunder are not closed, Parent and Seller may, with the consent of Buyer or Newco (which shall not be unreasonably withheld) impose reasonable limitations or restrictions upon the information or access provided.
Access to Information Public Announcements. 5.01 Access to Management, Properties and Records.
Access to Information Public Announcements. (a) Upon reasonable advance written notice and subject to applicable Law, the Company shall afford Parent and its Representatives reasonable access under the supervision of the Key Individuals during normal business hours to its properties, books, records, Contracts, Permits, consultants and personnel (at a mutually convenient time), and shall furnish, and shall cause to be furnished, as promptly as practicable to Parent, all other information concerning the Company and its business, properties and personnel as Parent may reasonably request in writing for purposes of diligence, integration planning, financing and facilitating the transfer of the ownership of the Company and its properties and assets; provided, however, that the Company may restrict the foregoing access to the extent required by applicable Law or Contract to which the Company is a party (provided the Company uses reasonable efforts to obtain consent from the relevant counterparties and, failing that, redacts sensitive information and otherwise use commercially reasonable efforts to communicate the applicable information in a reasonable way that would not risk violating the applicable Law or Contract). All such access shall be subject to reasonable restrictions imposed from time to time with respect to the provision of privileged communications or any applicable confidentiality agreement with any Person. In conducting any inspection of any properties of the Company, Parent and its Representatives shall not unreasonably interfere with the business conducted at such property. All information obtained pursuant to this Section 6.3 shall continue to be governed by the Confidentiality Agreement, which shall remain in full force and effect in accordance with its terms. Notwithstanding anything to the contrary herein, the Company may satisfy its obligations set forth above by electronic means if physical access is not reasonably feasible or would not be permitted under the applicable Law. 77
Access to Information Public Announcements. (a) Parent acknowledges and agrees that it shall, from and after the Closing, preserve and keep, or cause to be preserved and kept, all books and records (including Tax records) relating to pre-Closing periods in respect of the Company and Company Subsidiaries in the possession of Parent or its Affiliates for not less than five years. Parent shall, upon reasonable notice, only to the extent reasonably necessary in connection with any third party indemnification matters pursuant to Article VIII, audit, accounting or tax matters and subject to any applicable privilege (including the attorney-client privilege), give the Stockholders’ Representative and its authorized Representatives reasonable access during normal business hours to examine, inspect and copy such books and records; provided, however, that any such access shall be conducted in a manner not to interfere with the businesses or operations of the Ultimate Surviving Corporation and the Company Subsidiaries.
Access to Information Public Announcements. . . . 23 4.1 Access to Management, Properties and Records . . . . 23 4.2 Confidentiality. . . . . . . . . . . . . . . . . . . 25 4.3 Public Announcements . . . . . . . . . . . . . . . . 25 5. Pre-Closing Covenants of the Seller . . . . . . . . . . . 25
Access to Information Public Announcements. 4.1 ACCESS TO MANAGEMENT, PROPERTIES AND RECORDS. From the date of this Agreement until the Closing Date, each of the Seller and the Parent shall afford the officers, attorneys, accountants and other authorized representatives of the other party access to its offices, facilities, records and personnel upon reasonable notice and during normal business hours so that the other party may have a reasonable opportunity to make such inquiry as the other party shall reasonably need to make in connection with this Agreement.
Access to Information Public Announcements. 5.01 Access to Management, Properties and Records. From the date of -------------------------------------------- this Agreement until the Closing Date, the Management Stockholders and the Company shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the Company, so that the Buyer may have full opportunity to make such investigation as it shall desire to make of the management, business, properties and affairs of the Company and the Buyer shall be permitted to make abstracts from, or copies of, all such books and records subject to the obligations of confidentiality contained in Section 5.02
