BUSINESS RECORDS AND INFORMATION Sample Clauses

BUSINESS RECORDS AND INFORMATION. During the period commencing on the date hereof, and ending on the Closing Date, CCB will afford WSB, its representatives, counsel, accountants, agents and employees reasonable access during normal business hours to all of its business, operations, properties, books, files and records and will do everything reasonably necessary to enable WSB and its representatives, counsel, accountants, agents and employees to make a complete examination of the financial statements, business, operations, assets and properties of CCB and the conditions thereof, and to update such examination at such reasonable intervals as WSB shall deem appropriate. Such examination shall be conducted in cooperation with the officers of CCB in such a manner as to minimize, to the extent possible consistent with the conducting of a comprehensive examination, any disruption of or interference with the normal business operations of CCB. No such examination or WSB's examination prior to the date of this Agreement, however, shall constitute a waiver or relinquishment on the part of WSB of its right to rely upon the representations, warranties or covenants made by CCB herein or pursuant hereto. CCB will permit an authorized representative or representatives of WSB, designated as such from time to time by WSB's President (the "WSB Representative") access during normal business hours to all of its business, operations, properties, books, files and records for the additional purpose of rendering any approvals required of WSB by CCB pursuant to Section 5.2. In addition, CCB shall provide WSB and the WSB Representative with three days' notice of all regular meetings of its Board of Directors and notice, at the same time notice is given to members, of any committee meeting, and the earliest possible notice of all special meetings of its Board of Directors. CCB will permit the WSB Representative to attend and observe all Board and committee meetings (except during confidential discussions regarding the Merger), and CCB shall indemnify and hold harmless WSB, New CCB and the WSB Representative in connection with actions taken by CCB: (i) pursuant to any approvals obtained pursuant to Section 5.2; or (ii) during any Board or committee meetings attended and observed by the WSB Representative. It is agreed and acknowledged by CCB that any such indemnification may be deemed a material adverse change pursuant to Section 8.3 hereof. CCB will hold in strict confidence all documents and information concerning W...
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BUSINESS RECORDS AND INFORMATION. During the period commencing on -------------------------------- the date hereof, and ending on the Closing Date, Community West will afford Palomar, its representatives, counsel, accountants, agents and employees reasonable access during normal business hours to all of its business, operations, properties, books, files and records and will do everything reasonably necessary to enable Palomar and its representatives, counsel, accountants, agents and employees to make a complete examination of the financial statements, business, operations, assets and properties of Community West and GNB and the conditions thereof, and to update such examination at such intervals as Palomar shall deem appropriate. Such examination shall be conducted in cooperation with the officers of Community West or GNB in such a manner as to minimize, to the extent possible consistent with the conducting of a comprehensive examination, any disruption of or interference with the normal business operations of Community West or GNB. No such examination or Palomar's examination prior to the date of this Agreement, however, shall constitute a waiver or relinquishment on the part of Palomar of its right to rely upon the representations, warranties or covenants made by Community West herein or pursuant hereto.
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BUSINESS RECORDS AND INFORMATION. 30 5.2 Limitations Upon MVB Prior to Closing............................................ 30 5.3 Affirmative Conduct of MVB Prior to Closing...................................... 33 5.4 Indemnification.................................................................. 35 5.5
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BUSINESS RECORDS AND INFORMATION. 41 6.2 Limitations Upon VIBC Prior to Closing............................................. 41 6.3 Affirmative Conduct of VIBC Prior to Closing....................................... 43 6.4 Indemnification.................................................................... 44 6.5
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BUSINESS RECORDS AND INFORMATION. DST shall maintain up to date books of accounts and records showing clearly all customers and customer lists relating to the COMPANY, which shall be available to COMPANY.
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BUSINESS RECORDS AND INFORMATION. At any time following the Trojan Acquisition and prior to the later of (i) the Expiration Date and (ii) the Closing (if BDE exercises the Option), BDE and its directors, officers, employees, representatives, attorneys and accountants (collectively "AGENTS") may make such reasonable investigation of the assets, business, properties and financial condition of Trojan as BDE deems necessary or advisable in order to familiarize itself with such assets, business, properties and other matters, provided that such investigation shall not unreasonably interfere with the usual operations of Trojan. The Grantors will permit, and will cause Trojan to permit, BDE and its authorized Agents to have full access to the premises and other properties, books and records of Trojan at reasonable hours, and the Grantors will furnish or cause Trojan to furnish BDE and its Agents with such financial and operations data and other information concerning Trojan's business and properties as BDE shall from time to time reasonably request. BDE agrees on behalf of itself and on behalf of all of its Agents that all information obtained by BDE and its Agents from the Grantors or Trojan in connection with its due diligence review prior to the execution of this Agreement, and after the date of this Agreement pursuant to the terms and provisions of this Agreement, shall be held in strict confidence and will not be disclosed or revealed to any other person under any circumstances without the prior written consent of the Grantors except as may be required by law or regulation, pursuant to court order or pursuant to the rules of the American Stock Exchange.
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Related to BUSINESS RECORDS AND INFORMATION

  • Records and Information The LLC shall keep at its principal office the following records, and such other records (if any) as may be required under applicable state law:

  • Reports and Information Computershare shall provide the Funds with the reports specified in Schedule 6 of the Side Agreement within the periods of time prescribed in Schedule 6 of the Side Agreement and at no additional cost to the Funds.

  • Access and Information (a) From the date hereof until the Closing (and, with respect to any Disputed MCE System, until the expiration of the MCE Period), subject to applicable Laws, Seller shall (i) afford Buyer and its authorized representatives reasonable access, during regular business hours, upon reasonable advance notice, to the Employees, each Specified Business, the Friendco Business, Assets that will be Transferred Assets as of the Closing and the Friendco Transferred Assets, (ii) furnish, or cause to be furnished, to Buyer any financial and operating data and other information with respect to each Specified Business or in furtherance of the Transaction or the Exchange as Buyer from time to time reasonably requests, including, subject to Section 5.11, by providing to Buyer or its accountants sufficient information (A) for the preparation of the pro-forma balance sheet and statements of income, stockholders’ equity and cash flows for the Parent Business (in each case, if requested, assuming the Friendco Transaction and/or the Exchange have occurred) and (B) regarding compliance by Seller and its Affiliates with the requirements of the SOA with respect to the Business, and (iii) instruct the Employees, and its counsel and financial advisors to cooperate with Buyer in its investigation of each Specified Business and the Friendco Business, including instructing its accountants to give Buyer access to their work papers; provided, however, that in no event shall Buyer have access to any information that, based on advice of Seller’s counsel, would (A) reasonably be expected to create Liability under applicable Laws, including U.S. Antitrust Laws, or waive any material legal privilege (provided, that in such latter event Buyer and Seller shall use commercially reasonable efforts to cooperate to permit disclosure of such information in a manner consistent with the preservation of such legal privilege), (B) result in the disclosure of any trade secrets of third parties or (C) violate any obligation of Seller with respect to confidentiality so long as, with respect to confidentiality, to the extent specifically requested by Buyer, Seller has made commercially reasonable efforts to obtain a waiver regarding the possible disclosure from the third party to whom it owes an obligation of confidentiality; it being understood that Buyer shall not conduct any environmental sampling without the prior written consent of Seller, which consent may be withheld in Seller’s reasonable discretion. All requests made pursuant to this Section 5.1(a) shall be directed to an executive officer of Seller or such Person or Persons as may be designated by Seller. All information received pursuant to this Section 5.1(a) shall, prior to the Closing, be governed by the terms of the Seller Confidentiality Agreement. No information or knowledge obtained in any investigation by Buyer pursuant to this Section 5.1(a) shall affect or be deemed to modify any representation or warranty made by Seller hereunder.

  • Additional Reports and Information The Borrowers shall furnish to the Lender promptly, such additional information, reports or statements as the Lender may from time to time reasonably request.

  • Other Reports and Information Borrower shall advise Lender promptly, in reasonable detail, of: (a) any Lien, other than Permitted Encumbrances, attaching to or asserted against any of the Collateral or any occurrence causing a material loss or decline in value of any Collateral and the estimated (or actual, if available) amount of such loss or decline; (b) any material change in the composition of the Collateral; and (c) the occurrence of any Default or other event that has had or could reasonably be expected to have a Material Adverse Effect. Borrower shall, upon request of Lender, furnish to Lender such other reports and information in connection with the affairs, business, financial condition, operations, prospects or management of Borrower or any other Credit Party or the Collateral as Lender may request, all in reasonable detail.

  • Documents and Information After the Closing Date, the Purchaser and the Company shall, and shall cause their respective Subsidiaries to, until the seventh (7th) anniversary of the Closing Date, retain all books, records and other documents pertaining to the business of the Target Companies in existence on the Closing Date and make the same available for inspection and copying by the Purchaser Representative during normal business hours of the Company and its Subsidiaries, as applicable, upon reasonable request and upon reasonable notice. No such books, records or documents shall be destroyed after the seventh (7th) anniversary of the Closing Date by the Purchaser or its Subsidiaries (including any Target Company) without first advising the Purchaser Representative in writing and giving the Purchaser Representative a reasonable opportunity to obtain possession thereof.

  • INVESTMENTS AND INFORMATION (a) The Trustee shall from time to time during the term of this Agreement invest all amounts on deposit in the Credit Enhancement Account as the Master Servicer shall direct, which investments shall at all times be made in compliance with the terms of the Pooling and Servicing Agreement and the Series Supplement.

  • Access to Premises and Information At reasonable times prior to the Closing Date, the Seller will provide the Purchaser and its representatives with reasonable access during business hours to the assets, titles, contracts and records of the Seller and furnish such additional information concerning the Seller's business as the Purchaser from time to time may reasonably request.

  • Financial Statements and Information 34 4.1. Reports and Notices............................................................................ 34 4.2. Communication with Accountants................................................................. 34

  • Return of Property and Information Upon the termination of the Executive’s employment for any reason, the Executive shall immediately return and deliver to the Company any and all Confidential Information, software, devices, cell phones, personal data assistants, credit cards, data, reports, proposals, lists, correspondence, materials, equipment, computers, hard drives, papers, books, records, documents, memoranda, manuals, e-mail, electronic or magnetic recordings or data, including all copies thereof, which belong to the Company or relate to the Company’s business and which are in the Executive’s possession, custody or control, whether prepared by the Executive or others. If at any time after termination of the Executive’s employment the Executive determines that the Executive has any Confidential Information in the Executive’s possession or control, the Executive shall immediately return to the Company all such Confidential Information in the Executive’s possession or control, including all copies and portions thereof.

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