Access to Seller Information Sample Clauses

Access to Seller Information. 12.1 The Seller acknowledges that the Buyer may need access, from time to time, after Completion to certain accounting and tax records and information held by the Seller (or another member of the Seller’s Group) or which the Seller (or another member of the Seller’s Group) has a right to obtain to the extent such records and information are relevant to the Company or the Business and relate to events occurring at or prior to Completion (the “Seller Information”), and agrees that it shall and shall procure that each relevant member of the Seller’s Group shall:
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Access to Seller Information. The Seller hereby acknowledges that it has had access to all material and relevant information concerning the Seller, and its management, financial condition, capitalization, market information, properties and prospects, necessary to enable it to make an informed investment decision with respect to an investment in the Shares, including but not limited to, the Seller's Annual Report on Form 10-KSB for the fiscal year ended December 31, 2002, which was filed with the SEC on or about April 17, 2003 (the " Form 10-KSB") and the Seller's Quarterly Report on Form 10-QSB for the three months ended March 31, 2003, which was filed with the SEC on May 16, 2003 (the "Form 10-QSB"). The Purchaser has carefully read and reviewed, and is familiar with and understands the contents of, the Form 10-KSB and Form 10-QSB, including, without limitation, the "Risk Factors" set forth in the Form 10-KSB. The Purchaser acknowledges that it has had the opportunity to ask questions of and receive answers from, and to obtain additional information from, representatives of the Seller concerning the present and proposed business and financial condition of the Seller, and has had all such questions answered to its satisfaction and has been supplied with all information requested.
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Access to Seller Information. At reasonable times prior to the Closing, Seller will afford the officers and authorized representatives of Buyer access upon reasonable notice to all of the Seller's properties, books and records that may relate to or concern the Rights and Assets and will furnish such parties with such additional financial, operating and other information as to the business and properties as such parties may from time to time reasonably request. Such parties shall also be allowed access, upon reasonable notice, to consult with the officers, employees, accountants, counsel and agents of the other in connection with such investigation of the properties and business of the Seller. No such investigation shall diminish or otherwise affect any of the representations, warranties, covenants or agreements of any party under this Agreement. At all times following the Closing, the parties will afford the officers and authorized representatives of each party access upon reasonable notice to each party's books and records that may relate to the Rights and Assets as such parties may from time to time reasonably request. Notwithstanding the foregoing, Seller's access afforded under the prior sentence shall be limited to the books and records delivered to Buyer pursuant to this Agreement.
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Access to Seller Information. At all times prior to the Closing, the Sellers and the Owners will afford the officers and authorized representatives of Buyer and RCG access upon reasonable notice to all of the Sellers' properties, books and records that may relate to or concern the Business and will furnish such parties with such additional financial, operating and other information as to the business and properties of the Sellers as such parties may from time to time reasonably request. Such parties shall also be allowed access, upon reasonable notice, to consult with the officers, employees, accountants, counsel and agents of the Sellers in connection with such investigation of the properties and business of the Sellers. In addition, at all times prior to the Closing, Buyer and RCG will afford to the Sellers and the Owners, and their representatives, access, upon reasonable notice, to all of Buyer's and RCG's and its affiliate's properties, books and records as the Sellers and the Owners may reasonably request. No such investigation shall diminish or otherwise affect any of the representations, warranties, covenants or agreements of any party under this Agreement. At all times following the Closing, the Sellers and the Owners will afford the officers and authorized representatives of Buyer and RCG access upon reasonable notice to all of the Sellers' books and records that are retained by Sellers as part of the Retained Assets as such parties may from time to time reasonably request.
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Access to Seller Information. So long as any Series 2010-VFN Note remains outstanding, the Seller will, at any time from time to time during regular business hours with reasonable notice to the Seller, permit the Purchasers, the Managing Agents or the Administrative Agent, or their agents or representatives to:
Sample 1
Access to Seller Information. From and after the date of this Agreement and through the Closing Date, Seller shall afford to the officers and representatives of Purchaser reasonable access to Seller’s premises (during normal business hours and on reasonable notice), business and books and records and will assist Purchaser in the conduct of Purchaser’s due diligence, including by providing copies of all financial information, agreements and materials reasonably requested for a full understanding of Seller’s financial condition, assets, liabilities and
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Access to Seller Information. (a) Seller shall, from the date hereof through the Closing Date, provide to Buyer and its representatives reasonable access, in the presence of Seller's or AOL's officers or their designees, to all premises, properties, officers, directors, consultants, contractors, books, records (including, without limitation, tax returns, tax records and correspondence with accountants), contracts and documents pertaining to Seller as Buyer deems reasonably necessary (the "Due Diligence"), and Buyer and its representatives shall have the right to copy such books, records, contracts and documents at Buyer's expense. Seller shall cooperate fully with Buyer and its representatives in permitting reasonable access to Seller to conduct the Due Diligence. Such access shall be during normal business hours and in such manner as will not disrupt the normal operations of the Business, after the giving of reasonable advance notice to Seller. Seller will furnish to Buyer and its representatives such financial and operating data and other information with respect to the businesses and assets of Seller as Buyer may reasonably request, including, without limitation, financial statements, books and records and agreements with clients, customers, vendors, lessors, licensors and suppliers of Seller.
Sample 1
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Access to Seller Information. At all times prior to the Closing, Seller will afford the officers and authorized representatives of Buyer access upon reasonable notice to all of the Seller's properties, books and records that may relate to or concern the Rights and Assets and will furnish such parties with such additional financial, operating and other information as to the business and properties as such parties may from time to time reasonably request. Such parties shall also be allowed access, upon reasonable notice, to consult with the officers, employees, accountants, counsel and agents of the other in connection with such investigation of the properties -8- 9 and business of the Seller. No such investigation shall diminish or otherwise affect any of the representations, warranties, covenants or agreements of any party under this Agreement. At all times following the Closing, Seller will afford the officers and authorized representatives of Buyer access upon reasonable notice to all of Seller's books and records that may relate to the Rights and Assets as such parties may from time to time reasonably request.
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Related to Access to Seller Information

  • Seller Information The Company may require each seller of Registrable Securities as to which any registration is being effected to furnish, and such seller shall furnish, to the Company such information regarding the distribution of such securities as the Company may from time to time reasonably request in writing.

  • Buyer Information True and complete copies of all documents listed in the Buyer Disclosure Schedule have been made available or provided to Seller. The books of account, stock record books and other financial and corporate records of Buyer and the Buyer Subsidiaries, all of which have been made available to Seller, are complete and correct in all material respects.

  • Purchaser Information Each Purchaser covenants that it will promptly notify the Company of any changes in the information set forth in the Registration Statement regarding such Purchaser or such Purchaser's "Plan of Distribution."

  • Access to Company Information (a) The Company shall (and shall cause each Company Subsidiary to) permit representatives of the Parent to have full access (at all reasonable times, and in a manner so as not to interfere with the normal business operations of the Company and the Company Subsidiaries) to all premises, properties, financial and accounting records, contracts, other records and documents, and personnel, of or pertaining to the Company and each Company Subsidiary.

  • Access to Financial Information Buyer’s representatives shall have access to, and Seller and its Affiliates shall cooperate with Buyer and furnish upon request, all financial and other information relating to the Hotel’s operations to the extent necessary to enable Buyer’s representatives to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the “SEC”) and other applicable rules and regulations of the SEC and to enable them to prepare a registration statement, report or disclosure statement for filing with the SEC on behalf of Buyer or its Affiliates, whether before or after Closing and regardless of whether such information is included in the Records to be transferred to Buyer hereunder. Seller shall also provide to Buyer’s representative a signed representation letter in form and substance reasonably acceptable to Seller sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel. Buyer will reimburse Seller for costs reasonably incurred by Seller to comply with the requirements of the preceding sentence to the extent that Seller is required to incur costs not in the ordinary course of business for third parties to provide such representation letters. The provisions of this Section shall survive Closing or termination of this Contract.

  • Access to Information Concerning Properties and Records Subject to the inability of the Company to provide Parent and Sub access to confidentiality agreements in standard form relating to potential acquisition or business combination transactions by which the Company or any of its Subsidiaries is bound, during the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 8.1 hereof, the Company shall, and shall cause each of its Subsidiaries to, upon reasonable notice, afford Parent and Sub and their respective employees, counsel, accountants, consultants and other authorized representatives, reasonable access during normal business hours to the officers, directors (other than "non-management" directors), employees, -------------- accountants, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall reasonably desire of the affairs of the Company and its Subsidiaries; provided, however, that such investigation shall not affect the representations -------- ------- and warranties made by the Company in this Agreement. The Company shall furnish promptly to Parent and Sub (x) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal or state securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent and Sub may reasonably request. The Company agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as Parent and Sub shall from time to time reasonably request.

  • Member Information Within five (5) days after receipt of a request from the Company, the Investor agrees to provide such information with respect to its status as a member (or potential member) of the Company and to execute and deliver such documents as may reasonably be necessary to comply with any and all laws and regulations to which the Company is or may become subject, including, without limitation, the need to determine the accredited investor status of the Company’s members. If the Investor transfers any Units, it will require the transferee of such Units to agree to provide such information to the Company requires as a condition of such transfer.

  • Access to Information and Records During the period prior to the Closing:

  • Access to Information Such Purchaser acknowledges that it has had the opportunity to review the Transaction Documents (including all exhibits and schedules thereto) and the SEC Reports and has been afforded, (i) the opportunity to ask such questions as it has deemed necessary of, and to receive answers from, representatives of the Company concerning the terms and conditions of the offering of the Securities and the merits and risks of investing in the Securities; (ii) access to information about the Company and its financial condition, results of operations, business, properties, management and prospects sufficient to enable it to evaluate its investment; and (iii) the opportunity to obtain such additional information that the Company possesses or can acquire without unreasonable effort or expense that is necessary to make an informed investment decision with respect to the investment. Such Purchaser acknowledges and agrees that neither the Placement Agent nor any Affiliate of the Placement Agent has provided such Purchaser with any information or advice with respect to the Securities nor is such information or advice necessary or desired. Neither the Placement Agent nor any Affiliate has made or makes any representation as to the Company or the quality of the Securities and the Placement Agent and any Affiliate may have acquired non-public information with respect to the Company which such Purchaser agrees need not be provided to it. In connection with the issuance of the Securities to such Purchaser, neither the Placement Agent nor any of its Affiliates has acted as a financial advisor or fiduciary to such Purchaser.

  • Access to Information; Cooperation LTC and Healthcare and their authorized agents shall be given reasonable access to and may take copies of all information relating to the subjects of this Agreement (to the extent permitted by federal and state confidentiality laws) in the custody of the other Party, including any agent, contractor, subcontractor, agent or any other person or entity under the contract of such Party.

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