Access to Seller. Seller shall (a) give to Buyer and to Buyer's counsel, accountants and other representatives reasonable access, during normal business hours, throughout the period prior to the Closing Date (as defined in Section 6.1), to all of the books, contracts, commitments and other records of Seller and shall furnish Buyer during such period with all information concerning Seller that Buyer may reasonably request; and (b) afford to Buyer and to Buyer's representatives, agents, employees and independent contractors reasonable access, during normal business hours, to the properties of Seller, in order to conduct inspections at Buyer's expense to determine that Seller is operating in compliance with all applicable federal, state, local and foreign statutes, rules and regulations, and all material building, fire and zoning laws or regulations and that the assets of Seller are substantially in the condition and of the capacities represented and warranted in this Agreement; provided, however, that in every instance described in (a) and (b), Buyer shall make arrangements with Seller reasonably in advance and shall use its best efforts to avoid interruption and to minimize interference with the normal business and operations of Seller. Any such investigation or inspection by Buyer shall not be deemed a waiver of, or otherwise limit, the representations, warranties or covenants of Seller contained herein.
Access to Seller. The Seller shall give the Purchaser and its representatives full access to any personnel and all properties, documents, contracts, books and records of the Seller relating to its business and its assets. The Seller shall furnish the Purchaser with copies of documents and with such other information as the Purchaser may reasonably request. The Purchaser shall also provide similar access to the Seller and its representatives.
Access to Seller. The Seller will give Company and its representatives full access to any personnel and all properties, documents, contracts, books, records and operations of the Seller relating to its business. The Seller will furnish Company with copies of documents and with such other information as Company may request.
(I) Upon completion of the Acquisition, all officers and directors of the Company will resign and appoint new officers and directors of the Company as instructed by the Seller. It is agreed that the assets, as listed in 2-13-2009 10q filing, in the Company PRIOR to this business combination will be given back to the resigning officers and/or directors of the Company as compensation for the completion of this business combination.
Access to Seller. During the period from the date of this Agreement through the Closing Date, upon the terms and conditions required by Seller (including any bio-security protocols) and upon reasonable advance notice received from the Buyer, the Seller shall give the Buyer and its authorized representatives reasonable access during regular business hours, to all properties, offices, facilities, and Books and Records of the Seller relating to the Business, the access to be exercised in a manner that does not unreasonably interfere with the Seller’s operations or result in a breach of confidentiality under this Agreement.
Access to Seller. Between the date of signing of this Agreement and the Closing Date, the Seller will give the Company and its representatives full access to any personnel and all properties, documents, contracts, books, records and operations of the Seller relating to its business. The Seller will furnish the Company with copies of documents and with such other information as the Company may request.
Access to Seller. Seller will, and will cause its employees and agents (including bankers, in-house and other accountants, attorneys and insurance representatives) to, allow the officers, employees and authorized representatives of Buyer free and full access during normal business hours to the plants, properties, books and records of Seller, including, without limitation, the right to perform environmental liability audits, contact customers, employees, suppliers, bankers, accountants, attorneys, insurance representatives, state and federal regulatory agencies and others, and will from time to time promptly furnish Buyer with such additional financial and operating data and other information as to the business and prop- erties of Seller as may from time to time be requested by Buyer. Xxxxxxxx hereby agrees to cause Seller to fulfill its obligation under this Paragraph 3.28.
Access to Seller. Seller shall use reasonable efforts to afford Purchaser and its Representatives reasonable access during normal business hours throughout any period from and after the date hereof until the Closing Date, upon three (3) Business Day’s prior notice to the Books and Records, files, pleadings, data base, documents, properties, facilities and employees of Seller relating to the business of developing and distributing the Licensed Products or the Transferred Assets, as Purchaser may reasonably request; provided that such reasonable access shall not unreasonably or unduly interfere with Seller’s ongoing business, operations or obligations relating to the Bankruptcy Cases.
Access to Seller. S BUSINESS PREMISES, ETC. Between the date of this Agreement and the Closing Date, Seller will afford Purchaser and its representatives (collectively, "Purchaser's Advisors") full and free access during normal business hours to the Seller's personnel, properties, contracts, books and records, and other documents and data, (b) furnish
Access to Seller. Between the date of this Agreement and Closing, and upon reasonable advance notice, Seller will afford or will cause to be afforded to Buyer or authorized representatives of Buyer, reasonable access during normal business hours to the Books and Records, other documents and data, properties, assets, premises, offices, plants and other facilities to the extent related to the Assets as Buyer may reasonably request; provided, however, that Buyer and any authorized representatives of Buyer shall not materially or unduly interfere with any of the operations or business activities of Seller. Seller shall not be required to provide access to, or disclose, information to the extent such access or disclosure would violate any attorney-client privilege or contravene any Legal Requirement or binding agreement entered into prior to the date of this Agreement. Buyer shall not and shall procure that none of its Affiliates or any officer, employee, agent or adviser of Buyer or its Affiliates shall make use of or divulge to any other person (other than to Buyer’s professional advisers for any purposes of this Agreement) any confidential information relating to the Business or Seller which Buyer may obtain in the exercise of its rights under this Section 6.2.
Access to Seller. Seller shall afford Purchaser, its representatives, accountants and counsel full access to all of the Property and all records, and documents of the Seller and shall furnish Purchaser and such representatives, accountants and counsel such financial and other information with respect to the business, properties, records, and documents of the Seller as Purchaser and its representatives, accountants and counsel shall from time to time reasonably request. Such access shall be granted during normal business hours and Seller shall assist Purchaser with such inspection. In the event of termination of this Agreement, Purchaser will immediately return to Seller all documents, work papers and other materials obtained in connection with the transactions contemplated hereby.
