Access to Records and Financial Information. Subject to the ------------------------------------------- restrictions contained in Section 5.1 above, Purchaser and Purchaser's authorized representatives and employees shall have the right, at Purchaser's sole cost, risk and expense, from time to time to enter upon and pass through the Hotel during normal business hours and upon reasonable notice to Seller to examine and inspect all of the then existing books, records, surveys, plans, specifications, permits, certificates of occupancy and other files that are relevant to the management, ownership, operation, use, occupancy, construction or leasing of the Hotel, are in Seller's possession or control, and have not been otherwise provided to Purchaser as required elsewhere herein. Further, and not in limitation of Section 5.2(ii) above, Purchaser's representatives shall have access to all existing financial and other information relating to the Hotel to enable them to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the "SEC") and to enable them to prepare a registration statement, report or disclosure statement for filing with the SEC on behalf of the REIT and/or its affiliates. Prior to the end of the Review Period, Seller shall also provide to Purchaser's representatives a signed representation letter sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel, such letter to be substantially in the form of Exhibit E --------- hereto. To the extent that the Financial Statements provided by Seller pursuant to Subsection 5.2(ii) hereof for the current year do not include any period up to and including the Closing Date, Seller shall, within twenty-five (25) days after the Closing Date, provide Purchaser with monthly unaudited Financial Statements, including Balance Sheets and income statements applicable to such period inclusive of the Closing Date.
Appears in 2 contracts
Samples: Hotel Purchase Agreement (American General Hospitality Corp), Hotel Purchase Agreement (American General Hospitality Corp)
Access to Records and Financial Information. Subject to the ------------------------------------------- restrictions contained in Section 5.1 above, Purchaser and ------------------------------------------- Purchaser's authorized representatives and employees shall have the right, at Purchaser's sole cost, risk and expense, from time to time to enter upon and pass through the Hotel during normal business hours and upon reasonable notice to Seller Sellers to examine and inspect all of the then existing books, records, surveys, plans, specifications, permits, certificates of occupancy and other files that are relevant to the management, ownership, operation, use, occupancy, construction or leasing of the Hotel, are in Seller's Sellers' possession or control, and have not been otherwise provided to Purchaser as required elsewhere herein. Purchaser and its representatives and employees shall not unreasonably interfere with the operation of the Hotel or the right to privacy of guests of the Hotel. Further, and not in limitation of Section 5.2(ii) above, Purchaser's representatives shall have access to all existing financial and other information relating to the Hotel sufficient to enable them to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the "SEC") and to enable them to prepare a registration statement, report or disclosure statement for filing with the SEC on behalf of the REIT and/or its affiliates. Prior to the end of the Review Period, Seller Sellers shall also provide to Purchaser's representatives a signed representation letter sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel, Hotel such letter to be substantially in the form of Exhibit E F hereto subject to the further requirements of --------- heretosuch accountant. To the extent that the Financial Statements provided by Seller Sellers pursuant to Subsection 5.2(ii) hereof for the current year do not include any period up to and including the Closing Date, Seller Sellers shall, within twenty-five (25) days after the Closing Date, provide Purchaser with monthly unaudited Financial Statements, including Balance Sheets and income statements applicable to such period inclusive of the Closing Date.
Appears in 1 contract
Samples: Purchase Agreement (American General Hospitality Corp)
Access to Records and Financial Information. Subject to the ------------------------------------------- restrictions contained in Section 5.1 above, Purchaser and Purchaser's authorized representatives and employees shall have the right, at Purchaser's sole cost, risk and expense, from time to time to enter upon and pass through the Hotel during normal business hours and upon reasonable notice to Seller to examine and inspect all of the then existing books, records, surveys, plans, specifications, permits, certificates of occupancy and other files that are relevant to the management, ownership, operation, use, occupancy, construction or leasing of the Hotel, are in Seller's possession or control, and have not been otherwise provided to Purchaser as required elsewhere herein. Further, and not in limitation of Section 5.2(ii) above, Purchaser's representatives shall have access to all existing financial and other information relating to the Hotel to enable them to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the "SEC") and to enable them to prepare a registration statement, report or disclosure statement for filing with the SEC on behalf of the REIT and/or its affiliates. Prior to the end of the Review Period, Seller shall also provide to Purchaser's representatives a signed representation letter sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel, such letter to be substantially in the form of Exhibit E --------- hereto. To the extent that the --------- Financial Statements provided by Seller pursuant to Subsection 5.2(ii) hereof for the current year do not include any period up to and including the Closing Date, Seller shall, within twenty-five (25) days after the Closing Date, provide Purchaser with monthly unaudited Financial Statements, including Balance Sheets and income statements applicable to such period inclusive of the Closing Date.
Appears in 1 contract
Samples: Hotel Purchase Agreement (American General Hospitality Corp)
Access to Records and Financial Information. Subject to the ------------------------------------------- restrictions contained in Section 5.1 above, Purchaser and Purchaser's authorized representatives and employees shall have the right, at Purchaser's sole cost, risk and expense, from time to time to enter upon and pass through the Hotel during normal business hours and upon reasonable notice to Seller to examine and inspect all of the then existing books, records, surveys, plans, specifications, permits, certificates of occupancy and other files that are relevant to the management, ownership, operation, use, occupancy, construction or leasing of the Hotel, are in Seller's possession or control, and have not been otherwise provided to Purchaser as required elsewhere herein. Further, and not in limitation of Section 5.2(ii) above, Purchaser's representatives shall have access to all existing financial and other information relating to the Hotel sufficient to enable them to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the "SEC") and to enable them to prepare a registration statement, report or --- disclosure statement for filing with the SEC on behalf of the REIT and/or its affiliates. Prior to the end of the Review Period, Seller shall also provide to Purchaser's representatives a signed representation letter sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel, such letter to be substantially in the form of Exhibit E --------- heretohereto subject to the further requirements of such accountant. To the extent that the Financial Statements provided by Seller pursuant to Subsection 5.2(ii) hereof for the current year do not include any period up to and including the Closing Date, Seller shall, within twenty-five (25) days after the Closing Date, provide Purchaser with monthly unaudited Financial Statements, including Balance Sheets and income statements applicable to such period inclusive of the Closing Date.
Appears in 1 contract
Samples: Hotel Purchase Agreement (American General Hospitality Corp)