Access to Properties, etc Sample Clauses

Access to Properties, etc. The Seller will give to the Buyer and to Buyer's counsel, accountants, investment advisers, and other representatives full access during normal business hours to all of the properties, books, tax records, contracts, commitments, and records of the Seller and the Partnership and will furnish to the Buyer all such documents and information with respect to the Seller's and the Partnership's affairs as the Buyer may from time to time reasonably request up to the closing of this transaction.
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Access to Properties, etc. Sellers will give to the Buyer and to its counsel, accountants, investment advisors and other representatives, full access during normal business hours to all of the properties, books, tax returns, contracts, commitments and records of Sellers, and will furnish to the Buyer all such documents, certified if requested, and information with respect to its affairs as the Buyer may from time to time reasonably request.
Sample 1
Access to Properties, etc. Seller will give to the Buyer and to its counsel, accountants, investment advisors and other representatives, full access during normal business hours to all of the properties, books, tax returns, contracts, commitments and records of the Business, and will furnish to the Buyer all such documents, certified if requested, and information with respect to its affairs as the Buyer may from time to time reasonably request. All of such information and documents are hereinafter collectively called the "Information." Buyer will conduct its investigation in a manner designed to minimize any disruption of Seller's business and shall not disclose to any person (except Buyer's own accountants, attorneys and employees involved in such investigation) the reason for such investigation. Buyer and its agents and representatives shall hold confidential all of the Information and shall not disclose the Information except (i) as required by a court of law (provided Buyer gives Seller sufficient prior notice to contest the court's order for disclosure) or (ii) to its employees who require it solely and only for the purpose of evaluating the acquisition by Buyer, and only if such employees are subject to a written policy or agreement of confidentiality substantially identical to this paragraph. Buyer and its agents and representatives may not use or employ the Information, directly or indirectly, for any purpose other than the valuation by Buyer of the acquisition of the Business.
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Access to Properties, etc. To provide the Buyer and its counsel, accountants, investment advisors, lenders, and their respective other representatives full and free access during normal business hours (upon reasonable prior notice) to all of its properties (including subsurface testing), Organizational Documents, books, tax returns, other financial data, Contracts, Permits, and records, and to furnish to the Buyer all such documents and information with respect to the affairs of the Company as the Buyer may from time to time reasonably request.
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Access to Properties, etc. Subject to the assurance by Buyer regarding confidentiality and to Buyer's use of reasonable procedures to avoid undue
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Access to Properties, etc. The Seller will cause the Company and ------------------------- Victel to provide the Buyer and its counsel, accountants, investment advisors and other representatives full access during normal business hours (upon reasonable prior notice) to all of their properties, books, tax returns, Contracts, and records, and will furnish to the Buyer all such documents and information with respect to the affairs of the Company and Victel as the Buyer may from time to time reasonably request, provided that such access shall not unreasonably interfere with the conduct of the Business, and that all information so obtained shall be subject to the terms of the confidentiality agreement dated March __, 1997 executed and delivered by the Buyer.
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Access to Properties, etc. To provide the Buyer and its counsel, accountants, investment advisors and other representatives full access during normal business hours (upon at least two days' prior notice) to all of its properties (including without limitation real property, for environmental inspection and testing), books, tax returns, Contracts, Permits, and records, and to furnish to the Buyer all such documents and information with respect to the affairs of any Company as the Buyer may from time to time reasonably request; provided, that the Buyer shall promptly, at its expense, repair any damage to any of the Companies' properties caused by any such inspection or testing.
Sample 1
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Access to Properties, etc. ADM shall, and shall use commercially reasonable efforts (including exercising in a commercially reasonable manner its rights under the Joint Venture Agreement in the event of a default by the Manager thereunder) to cause the Manager and the Joint Venture to (i) permit the Independent Engineer, the Administrative Agent, the Technical Agent and the Lenders or any of their respective representatives, at reasonable times and in reasonable frequency (no more than once each Fiscal Year except that, if a Default or Event of Default has occurred and is continuing or if the Project performs in a materially worse manner than provided for in the then current Program and Budget, more frequent access as may be reasonably required by the Independent Engineer and Lenders) at ADM's expense and upon reasonable notice to the applicable Person, to visit and inspect the Project and any of the ADM's or the Joint Venture's other properties and operations and to visit all of their offices or any other location where relevant personnel or records are located (including, without limitation, the Toronto sorting office located at [address deleted]), and (ii) furnish such other information with respect to the financial condition, business, property, assets, revenues and operations of ADM or the Joint Venture as the Independent Engineer or any other Independent Consultant, any Agent or any Lender (acting through such Agent) may reasonably request. ADM and ADC will permit the Independent Engineer, the Administrative Agent, the Technical Agent and the Lenders or any of their respective representatives, at reasonable times and in reasonable frequency and upon reasonable notice to ADM, to discuss its financial matters with its officers, banks and independent chartered accountants, (and hereby authorizes such banks and independent chartered accountants to discuss its financial matters with any of the foregoing Persons or its representatives, provided that a representative of ADM or ADC is present) and to examine (and photocopy extracts from) any of its books or other corporate records (excluding any books and records not related, directly or indirectly, to the Project). Without limiting the generality of the foregoing, ADM and ADC shall provide all relevant and necessary assistance to the Independent Engineer and the Administrative Agent and the Technical Agent in connection with the performance of the duties of the Independent Engineer, the Administrative Agent and the Technical Agent co...
Sample 1

Related to Access to Properties, etc

  • Access to Properties Subject to the rights of Tenants, Borrower shall permit agents, representatives and employees of Lender to inspect the Properties or any part thereof at reasonable hours upon reasonable advance notice.

  • Access to Property Borrower shall permit agents, representatives and employees of Lender to inspect the Property or any part thereof at reasonable hours upon reasonable advance notice.

  • Access to Properties and Records (a) CCE shall, and shall cause TPC to, afford to ETP and ETP’s accountants, counsel and representatives full reasonable access during normal business hours throughout the period prior to the Closing Date (or the earlier termination of this Agreement pursuant to Article VII hereof) to all of the properties, books, contracts, commitments and records (including all environmental studies, reports and other environmental records and all pipeline cost-of-service and rate-related studies, reports and records related to TPC and, during such period, shall furnish to ETP all information concerning the business, properties, Liabilities and personnel related to TPC as ETP may request, provided, however, that no investigation or receipt of information pursuant to this Section 5.2 shall affect any representation or warranty of CCE or the conditions to the obligations of ETP. To the extent not located at the offices or properties of TPC as of the Closing Date, as promptly as practicable thereafter, CCE shall deliver, or cause its appropriate Affiliates to deliver to ETP all of the books of accounts, minute books, record books and other records (including safety, health, environmental, maintenance and engineering records and drawings) pertaining to the business operations of TPC and all financial and accounting records related to TPC. Such delivery shall include all work papers, pleadings, testimony, exhibits, spread sheets, research, drafts, memoranda, correspondence and other documents related to the TPC Rate Case (“TPC Rate Case Work Product”). TPC Rate Case Work Product has been and will be prepared in contemplation of litigation, and the use of TPC Rate Case Work Product has been and will be under the control of TPC’s attorneys. Notwithstanding anything to the contrary contained in this Agreement, CCE shall not be obligated to provide to ETP any documents or records relating to litigation and regulatory matters in which TPC is involved to the extent that CCE reasonably believes such documents or records are subject to the attorney-client or other applicable privilege in circumstances in which TPC is not the sole client unless the parties entitled to such attorney-client or other applicable privilege shall consent thereto and enter into an appropriate joint defense agreement for the purpose of preservation of such attorney-client or other applicable privilege.

  • Title to Properties, etc Each of the Borrowers and their Subsidiaries has good and marketable title, in the case of Real Property, and good title (or valid Leaseholds, in the case of any leased property), in the case of all other property, to all of its properties and assets free and clear of Liens other than Permitted Liens. The interests of the Borrowers and their Subsidiaries in the properties reflected in the most recent balance sheet referred to in Section 5.07, taken as a whole, were sufficient, in the judgment of the Borrowers, as of the date of such balance sheet for purposes of the ownership and operation of the businesses conducted by the Borrowers and their Subsidiaries.

  • Maintaining Records; Access to Properties and Inspections Maintain all financial records in accordance with GAAP and permit any persons designated by the Administrative Agent or, upon the occurrence and during the continuance of an Event of Default, any Lender to visit and inspect the financial records and the properties of the Borrower or any of the Subsidiaries at reasonable times, upon reasonable prior notice to the Borrower, and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any persons designated by the Administrative Agent or, upon the occurrence and during the continuance of an Event of Default, any Lender upon reasonable prior notice to the Borrower to discuss the affairs, finances and condition of the Borrower or any of the Subsidiaries with the officers thereof and independent accountants therefor (so long as the Borrower has the opportunity to participate in any such discussions with such accountants), in each case, subject to reasonable requirements of confidentiality, including requirements imposed by law or by contract.

  • Maintaining Records; Access to Properties and Inspections; Maintenance of Ratings (a) Keep proper books of record and account in which full, true and correct entries in conformity with GAAP and all requirements of law are made of all dealings and transactions in relation to its business and activities. Each Loan Party will, and will cause each of its subsidiaries to, permit any representatives designated by the Administrative Agent or any Lender to visit and inspect the financial records and the properties of such Person at reasonable times and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender to discuss the affairs, finances and condition of such Person with the officers thereof and independent accountants therefor.

  • Titles to Properties The Borrower has such title to the real property owned by it as is necessary to the conduct of its business and valid and legal title to all of its material personal property and assets, including, but not limited to, those reflected on the balance sheets of the Borrower delivered pursuant to Section 5.1(l), except those which have been disposed of by the Borrower subsequent to such date, which dispositions have been in the ordinary course of business or as otherwise of a type permitted hereunder.

  • Access to Properties and Records; Confidentiality (a) Raritan and the Bank shall permit United and its agents and representatives, including, without limitation, officers, directors, employees, attorneys, accountants and financial advisors (collectively, "Representatives"), and United and UNB shall permit Raritan and its Representatives, reasonable access to their respective properties, and shall disclose and make available to United and its Representatives or Raritan and its Representatives as the case may be, all books, papers and records relating to their respective assets, stock ownership, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, independent auditors' work papers (subject to the receipt by such auditors of a standard access representation letter), litigation files, plans affecting employees, and any other business activities or prospects in which United and its Representatives or Raritan and its Representatives may have a reasonable interest. Neither party shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment or, in the case of a document which is subject to an attorney client privilege, would compromise the right of the disclosing party to claim that privilege. The parties will use all reasonable efforts to obtain waivers of any such restriction (other than the attorney client privilege) and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. Raritan acknowledges that United may be involved in discussions concerning other potential acquisitions and United shall not be obligated to disclose such information to Raritan except as such information is publicly disclosed by United.

  • Title to Properties; Licenses Each Restricted Person has good and defensible title to or valid leasehold interests in all of its material properties and assets, free and clear of all Liens other than Permitted Liens and of all impediments to the use of such properties and assets in such Restricted Person’s business. Each Restricted Person possesses all licenses, permits, franchises, patents, copyrights, trademarks and trade names, and other intellectual property (or otherwise possesses the right to use such intellectual property without violation of the rights of any other Person) which are necessary to carry out its business as presently conducted and as presently proposed to be conducted hereafter, and no Restricted Person is in violation in any material respect of the terms under which it possesses such intellectual property or the right to use such intellectual property unless, in each case, such failure to possess or violation has not had, and could not reasonably be expected to have, a Material Adverse Effect.

  • Access to Facilities Each of the Company and each of its Subsidiaries will permit any representatives designated by the Purchaser (or any successor of the Purchaser), upon reasonable notice and during normal business hours, at such person's expense and accompanied by a representative of the Company, to:

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