Additional Information and Rights. (a) The Company will deliver the reports and information described below in this Section 2.2 to each Significant Holder:
(i) As soon as practical after the end of each month and in any event within thirty (30) days thereafter, a consolidated balance sheet of the Company and its subsidiaries, if any, as at the end of such month and consolidated statements of income and cash flows of the Company and its subsidiaries, for each month and for the current fiscal year of the Company to date, all subject to normal year-end audit adjustments, prepared in accordance with generally accepted accounting principles consistently applied, together with a comparison of such statements to the corresponding periods of the prior fiscal year, subject to changes resulting from normal year-end audit adjustments, except that such financial statements need not contain the notes required by generally accepted accounting principles.
(ii) Annually (and in any event no later than ten (10) days after adoption by the Board of Directors of the Company) the budget of the Company, in the form approved by its Board of Directors, which operating plan shall include at least a projection of income and a projected cash flow statement for each fiscal quarter in such fiscal year, a projected balance sheet as of the end of each fiscal quarter in such fiscal year and proposed management incentives for the fiscal year (the "Budget").
(iii) With reasonable promptness, all press releases issued by the Company or any subsidiary, any filings made with the Commission by the Company or any subsidiary, and such other data and information as from time to time may be reasonably requested by any Holder or such other data as the Company may from time to time furnish to any of the holders of its securities.
(b) The provisions of Section 2.1 and this Section 2.2 shall not be in limitation of any rights which any Holder or Significant Holder may have with respect to the books and records of the Company and its subsidiaries, or to inspect their properties or discuss their affairs, finances and accounts, under the laws of the jurisdictions in which they are incorporated.
(c) Anything in Article 2 to the contrary notwithstanding, no Holder by reason of this Agreement shall have access to any trade secrets or classified information of the Company. Each Holder hereby agrees to hold in confidence and trust and not to misuse or disclose any confidential information provided pursuant to this Section 2.2. The Company shal...
Additional Information and Rights. The Company will:
(a) Permit the Purchaser (or its designated representative) to visit and inspect any of the properties of the Company, including its books of account, and to discuss its affairs, finances and accounts with the Company's officers and its independent public accountants, all at such reasonable times and as often as any such party may reasonably request;
(b) Deliver to the Purchaser the reports and data described below:
(i) As soon as available, information and data on any material adverse changes in or any event or condition which materially adversely affects the business, operations or plans of the Company;
(ii) Immediately upon becoming aware of any condition or event which constitutes a breach of this Agreement or any of the other Financing Documents, written notice specifying the nature and period of existence thereof and what action the Company is taking or proposes to take with respect thereto; and
(iii) With reasonable promptness, such other information and data with respect to the Company and its subsidiaries as the Purchaser may from time to time reasonably request;
(c) Hold meetings of its Directors at least quarterly and will not hold any meetings of its Directors on less than ten (10) days' written notice and will permit the Purchaser to send a representative (without voting rights) to each meeting of the Board of Directors of the Company and all committees of such Board, except in emergencies, in which case the Purchaser shall receive notice no less favorable than any other outside director. The Company shall give the Purchaser notice of each such meeting in the form and manner such notice is given to the Company's directors. The Company will not permit its directors or shareholders to conduct any material business by written consent without giving at least ten (10) days' written notice to the Purchaser, which notice shall contain an exact copy of the consent resolution proposed to be adopted.
(d) The Company will, at the request of the Purchaser, form an "Advisory Board" on terms satisfactory to the Purchaser (which Advisory Board shall not have the powers of the Company's Board of Directors), and elect and maintain thereon one or more nominees of the Purchaser so long as the Purchaser shall so desire.
Additional Information and Rights. 16 3.3 Prompt Payment of Taxes, Etc......................................................17 3.4 Maintenance of Properties and Lease...............................................17 3.5 Insurance.........................................................................17
Additional Information and Rights. (a) of the Original Agreement is hereby amended to add the words "to such Holder" after the word "issued" therein.
Additional Information and Rights. (a) The Company will permit any Eligible Stockholder who requests it (or a representative of any Eligible Stockholder) to visit and inspect any of the properties of the Company, including its books of account and other records, and to discuss its affairs, finances and accounts with the Company’s officers and its independent public accountants, all at such reasonable times and as often as any such Person may reasonably request.
(b) The provisions of Section 5.1 and this Section 5.2 will not be in limitation of any rights which any Holder may have with respect to the books and records of the Company and its subsidiaries, or to inspect their properties or discuss their affairs, finances and accounts, under the laws of the jurisdictions in which they are incorporated.
(c) Anything in Article 5 to the contrary notwithstanding, no Stockholder by reason of this agreement will have access to any trade secrets or classified information of the Company. Each Stockholder hereby agrees to hold in confidence and trust and not to misuse or disclose any confidential information provided pursuant to this Section 5.2. The Company will not be required to comply with this Section 5.2 in respect of any Stockholder whom the Company reasonably determines to be a competitor or an officer, employee, director or greater than 10% stockholder of a competitor.
(d) Each Stockholder who represents to the Company that it is a “venture capital operating company” for purposes of Department of Labor Regulation Section 2510.3-101 will in addition have the right to consult with and advise the officers of the Company as to the management of the Company.
Additional Information and Rights. (a) The Company will permit any Holder, so long as such Holder owns at least twenty percent (20%) of the Preferred Shares issued pursuant to the Restated Certificate, and/or shares of Conversion Stock or any combination thereof (in each case as adjusted for any combinations, consolidations, stock splits or stock dividends or distribution) (a "Substantial Holder"), to visit and inspect any of the properties of the Company, including its books of account and other records (and make copies thereof and take extracts therefrom), and to discuss its affairs, finances and accounts with the Company's officers and its independent public accountants, all at such reasonable times and as often as such person may reasonably request, provided however that the Company shall be under no obligation to disclose trade secrets, and may condition disclosure of confidential information upon Holder's execution of the Company's Standard Form Confidentiality Agreement restricting use and disclosure of confidential information.
(b) The provisions of Section 2.1 hereof and this Section 2.2 shall not be in limitation of any rights which any Holder may have with respect to the books and records of the Company and any subsidiary, or to inspect their properties or discuss their affairs, finances and accounts, under the laws of the jurisdictions in which they are incorporated.
(c) Each Purchaser agrees that the information to be provided by the Company pursuant to Section 2.1 and 2.2 is confidential. Accordingly, each Purchaser agrees not to disclose any of such information to any competitor or other person other than such Purchaser's partners, associates, employees, professional advisors and other persons with a similar "need to know", and not to use such information for any purpose other than evaluating such Purchaser's investment in the Company. Notwithstanding the foregoing, a Purchaser that is a partnership may disclose summary financial and operation information to its limited partners as provided in its partnership agreement.
Additional Information and Rights. The Company will permit any Holder, so long as such Holder owns at least 770,000 Shares of Registrable Securities (as adjusted for stock splits, reverse stock splits, stock dividends and similar events), to visit and inspect any of the properties of the Company, including its books of account and other records (but not to make copies thereof or take extracts therefrom), and to discuss its affairs, finances and accounts with the Company’s officers and its independent public accountants (subject to the reasonable availability of such officers and accountants), all at such reasonable times as such person may reasonably request, provided that no such visit or inspection shall unduly hinder or interfere with the conduct by the Company of its business or the duties of its officers. Anything in this Agreement to the contrary notwithstanding, no Holder by reason of this Agreement shall have access to any trade secrets or classified information of the Company. Each Holder hereby agrees that prior to being provided any information pursuant to this Agreement, it shall execute and deliver to the Company a form of Non-Disclosure Agreement in form reasonably satisfactory to the Company and it’s counsel. The Company shall not be required to comply with this Section 10 in respect of any Holder whom the Company reasonably determines to be a competitor or an officer, employee, director or greater than 2% shareholder of a competitor.
Additional Information and Rights. (a) Upon notification by the Investor, the Company shall permit the Investor to visit and inspect any of the properties of the Company and its subsidiaries, including its books of account and other records, including without limitation, contracts, agreements and any other obligations enforceable against the Company or its subsidiaries (and make copies thereof and take extracts therefrom), and to discuss its affairs, finances and accounts with the officers of the Company and its subsidiaries and its independent public accountants, all at such reasonable times and as often as the Investor may reasonably request.
(b) The Company shall deliver to the Investor annually (and in any event no later than thirty (30) days before the end of each fiscal year) a budget and business plan of the Company and its subsidiaries for the next fiscal year and the next five fiscal years (the “Budget”), in such manner and form as approved by the Board of Directors of the Company, including the Investor Directors (as hereinafter defined), which shall include at least a projection of income and a projected cash flow statement for each fiscal quarter in such fiscal year. The Company will use its best efforts to operate within the Budget, as approved by the Board of Directors of the Company, applicable to each respective fiscal year. It is understood that no Budget nor deviation therefrom shall be operative unless it is affirmatively approved by at least one of the Investor Directors.
(c) The provisions of Section 7.1 and this Section 7.2 shall not be in limitation of any rights which the Investor may have with respect to the books and records of the Company and its subsidiaries, or to inspect their properties or discuss their affairs, finances and accounts, under applicable law.
(d) The Investor hereby agrees to use all proprietary and confidential information obtained from the Company under this Section 7 solely in connection with its investment in the Company, to hold in confidence and trust and not to misuse or disclose any confidential information provided pursuant to this Section 7.
Additional Information and Rights. (i) Company shall permit Investor (or its representatives) to visit and inspect any of the properties of Company, including its books of account and other records (and make copies of and take extracts from such books and records), and to discuss its affairs, finances and accounts with Company’s officers and its independent public accountants, all at such reasonable times and as often as any such person may reasonably request.
(ii) The provisions of Section 5.7 shall not be in limitation of any rights which Investor may have with respect to the books and records of Company and its subsidiaries, or to inspect their properties or discuss their affairs, finances and accounts, under the laws of the jurisdictions in which they are incorporated.
(iii) Notwithstanding anything in Section 5.7 to the contrary, Investor by reason of this agreement shall not have access to any trade secrets or classified information of Company or any information that would adversely affect the attorney-client privilege between Company and its counsel.
Additional Information and Rights. 17 2.3 Right of First Refusal............................................... 18 2.4 Key Person Life Insurance............................................ 20 2.5 Representation on Board of Directors................................. 21 2.6
