BUYER'S RIGHT OF ACCESS Sample Clauses

BUYER'S RIGHT OF ACCESS. 1.1 From the date of this Deed the Buyer, and up to ten individuals authorised by it (or such additional persons authorized in writing by the Warrantors’ Representative), shall after giving reasonable notice to the Company be allowed reasonable access during normal business hours and so as to minimize the disruption caused to the Business to all the Leased Real Property, premises, books and records of each Acquired Company, and the Company shall supply or procure the supply of any information reasonably required by the Buyer relating to each Acquired Company and their respective affairs, in each case at the Buyer’s cost and solely in connection with consummating the transactions contemplated by the Offer (or such other purpose approved in writing by the Warrantors’ Representative), provided in each case that nothing in this paragraph shall require the Company or the Warrantors to carry out any act or omission or provide or otherwise give access to any information which may cause it to waive or result in the waiver of any legal privilege in any documentation or information subject to legal privilege. 1.2 The Buyer shall not and shall procure that none of its Affiliates or any of its or their Representatives shall make use of or divulge to any other person any confidential information relating to any Acquired Company which the Buyer may obtain in the exercise of its rights under paragraph 1.1 of this Schedule 3. Such obligation shall cease to apply with effect from Completion in respect of all such confidential information, whenever obtained, but should Completion not take place such obligation shall continue without limit of time.
Sample 1Sample 2
AutoNDA by SimpleDocs
BUYER'S RIGHT OF ACCESS. Section 8.1. Buyer's Access . . . . . . . . . .
Sample 1
BUYER'S RIGHT OF ACCESS. The Seller shall allow, as from the Execution Date, the Buyer and any person authorised by it, upon reasonable notice and subject to such confidentiality undertakings as the Seller may reasonably require, full access to the premises (provided that no more than 15 persons are allowed from time to time to access the premises), books and records (including management accounts) of the Company and the Subsidiaries, to the extent that this does not imply difficulties to the ordinary course of business.
Sample 1
BUYER'S RIGHT OF ACCESS. Seller understands that Buyer is purchasing the property for business purposes. The Seller hereby authorizes the Buyer (including Buyer's agents, employees, franchisees and investors) to access the property prior to closing. Seller gives Buyer the right to begin marketing the property upon execution of this agreement.
Sample 1
BUYER'S RIGHT OF ACCESS. With Ten (10) days’ prior Notice, Seller hereby grants to Buyer and Buyer's customers, and each of their authorized Representatives, access to Seller's premises (including Seller's operations used in the Manufacture of the Products) and all pertinent documents and other information, whether stored in tangible or intangible form, including any books, records, and accounts, in any way related to Seller's performance under the Agreement (including Sellers' processes and procedures), Products, or any payment or other transaction occurring in connection with the Agreement, for the purpose of auditing Seller's compliance with the terms of the Agreement and any other agreement(s) between Buyer and Seller, and/or inspecting or conducting an inventory of finished Products, work-in-process or raw-material inventory, the whole being subject to reasonable confidentiality and security written procedures that Seller has provided to Buyer in advance (and, as applicable, subject to Seller’s right to grant to Buyer and/or Buyer’s customers access to Seller’s operations used in the Manufacture of the Products). Xxxxxx agrees to cooperate fully with Buyer in connection with any such audit or inspection.
Sample 1
BUYER'S RIGHT OF ACCESS. During the thirty (30) day period after Buyer delivers the fully executed original of this Agreement to Seller (“Contingency Removal Period”), Buyer and any of his authorized agents may have access to all portions of the Property on regular business days and during normal business hours, so long as Buyer gives Seller at least twenty-four (24) hours prior written notice. Buyer shall have the right to conduct those engineering and other studies regarding the condition of the Property that Buyer deems prudent. However, Buyer shall not conduct any physical sampling or testing of the Property unless (i) Buyer delivers a written notice to Seller at least forty-eight (48) hours in advance which describes the sampling or testing that Buyer proposes to perform and (ii) Seller delivers a written consent thereto to Buyer, which consent shall not be unreasonably withheld. Buyer shall not cause any damage or destruction to the Property or loss to Seller as a result of Buyer’s sampling or testing of the Property. In addition, Buyer shall not interfere with any of the tenants in the Property or with the operation of their businesses.
Sample 1

Related to BUYER'S RIGHT OF ACCESS

  • Right of Access 2.3.1 Upon reasonable notice, the NYISO and/or Connecting Transmission Owner may send a qualified person to the premises of the Interconnection Customer at or immediately before the time the Small Generating Facility first produces energy to inspect the interconnection, and observe the commissioning of the Small Generating Facility (including any required testing), startup, and operation for a period of up to three Business Days after initial start-up of the unit. In addition, the Interconnection Customer shall notify the NYISO and Connecting Transmission Owner at least five Business Days prior to conducting any on-site verification testing of the Small Generating Facility. 2.3.2 Following the initial inspection process described above, at reasonable hours, and upon reasonable notice, or at any time without notice in the event of an emergency or hazardous condition, the NYISO and Connecting Transmission Owner each shall have access to the Interconnection Customer’s premises for any reasonable purpose in connection with the performance of the obligations imposed on them by this Agreement or if necessary to meet their legal obligation to provide service to their customers. 2.3.3 Each Party shall be responsible for its own costs associated with following this article.

  • LANDLORD'S RIGHT OF ACCESS Landlord and its contractors and representatives shall have the right to enter the Premises at all reasonable times to perform janitorial and cleaning services and, after verbal notice (except in the case of emergencies), to inspect the same, to make repairs, alterations and improvements, to maintain the Premises and the Building, specifically including, but without limiting the generality of the foregoing, to make repairs, additions or alterations within the Premises to mechanical, electrical and other facilities serving other premises in the Building, to post such reasonable notices as Landlord may desire to protect its rights, to exhibit the Premises to mortgagees and purchasers, and, during the one hundred eighty (180) days prior to the expiration of the Term, to exhibit the Premises to prospective tenants. In the event the Premises is vacant, Landlord may place upon the doors or in the windows of the Premises any usual or ordinary “To Let,” “To Lease,” or “For Rent” signs. Tenant shall permit Landlord to erect, use, maintain and repair pipes, cables, conduit, plumbing, vents and wires, in, to and through the Premises to the extent Landlord may now or hereafter deem necessary or appropriate for the proper operation, maintenance and repair of the Building and any portion of the Premises. In exercising its rights under this Article 16, Landlord will use reasonable efforts to minimize any interference with Tenant’s use or occupancy of the Premises, provided that Landlord will not be obligated to provide overtime labor or perform work after regular Building hours.

  • BUYER’S RIGHT TO CANCEL If after completion of an appraisal by a licensed appraiser, Buyer receives written notice from the Lender or the appraiser that the Property has appraised for less than the Purchase Price (a “Notice of Appraised Value”), Buyer may cancel the REPC by providing written notice to Seller (with a copy of the Notice of Appraised Value) no later than the Financing & Appraisal Deadline referenced in Section 24(c); whereupon the Xxxxxxx Money Deposit shall be released to Buyer without the requirement of further written authorization from Seller.

  • LANDLORD'S RIGHT TO INSPECT Tenant shall permit Landlord and its authorized representatives to inspect the Leased Property, or any portion thereof, during usual business hours upon not less than forty-eight (48) hours’ notice and to make such repairs as Landlord is permitted or required to make pursuant to the terms of this Agreement, provided that any inspection or repair by Landlord or its representatives will not unreasonably interfere with Tenant’s use and operation of the Leased Property and further provided that in the event of an emergency, as determined by Landlord in its reasonable discretion, prior Notice shall not be necessary.

  • Owner’s Right to Stop Work The Owner reserves the right, for itself and for any designated Construction Inspector retained by Owner, upon observation of apparent nonconforming Work, to immediately stop the affected Work. If the Work is later determined by the Design Professional to be in fact conforming Work, then Contractor shall be entitled upon timely claim to a Change Order for payment by Owner of any reasonable Actual Costs actually incurred by Contractor in connection with the stop Work order and resumption of the Work, as well as an extension in the time for performance of the Work to the extent Contractor is delayed by Owner's stop Work order. The Design Professional shall determine the time, which shall be binding upon both Owner and Contractor, as set forth in Section 3, Part 3.

  • Lessor’s Right to Inspect Lessee shall permit Lessor and its authorized representatives as frequently as reasonably requested by Lessor to inspect the Leased Property and Lessee’s accounts and records pertaining thereto and make copies thereof, during usual business hours upon reasonable advance Notice, subject only to any business confidentiality requirements reasonably requested by Lessee.

  • Borrower’s Right to Cure (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event of any Event of Default under any covenant set forth in Section 7.11 and until the expiration of the tenth (10th) day after the date on which financial statements are required to be delivered with respect to the applicable fiscal quarter hereunder, the Borrower may engage in a Permitted Equity Issuance to any of the Equity Investors and apply the amount of the Net Cash Proceeds thereof (the “Cure Amount”) to increase Consolidated EBITDA with respect to such applicable quarter; provided that such Net Cash Proceeds (i) are actually received by the Borrower during such fiscal period or after the last day of the fiscal period covered by such financial statements but no later than fifteen (15) days after the date on which financial statements are required to be delivered with respect to such fiscal quarter hereunder, (ii) are Not Otherwise Applied and (iii) do not exceed the aggregate amount necessary to cure such Event of Default under Section 7.11 for any applicable period. The Cure Amount used to calculate Consolidated EBITDA for one fiscal quarter shall be used and included when calculating Consolidated EBITDA for each Test Period that includes such fiscal quarter. The parties hereby acknowledge that this Section 8.05(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 7.11 and shall not result in any adjustment to any amounts other than the amount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) In each period of four fiscal quarters, there shall be at least two (2) fiscal quarters in which no cure set forth in Section 8.05(a) is made. (c) For the avoidance of doubt, the subsequent performance or observance of any term, covenant or agreement under Section 6.01, 6.02, 6.11 and 6.13 shall cure any Default in respect thereof under Section 8.01(c) notwithstanding that such performance or observance occurred beyond the time or period specified therefor in such Section and such Default shall thereupon be deemed cured and no longer existing or continuing unless the Loans shall have been accelerated and/or the Commitments terminated pursuant to Section 8.02(b); provided that the Borrower’s obligations under Section 6.03(a) shall not be relieved by this Section 8.05(c).

  • Access Rights Upon reasonable notice and supervision by the Granting Party, and subject to any required or necessary regulatory approvals, either the Connecting Transmission Owner or Developer (“Granting Party”) shall furnish to the other of those two Parties (“Access Party”) at no cost any rights of use, licenses, rights of way and easements with respect to lands owned or controlled by the Granting Party, its agents (if allowed under the applicable agency agreement), or any Affiliate, that are necessary to enable the Access Party to obtain ingress and egress at the Point of Interconnection to construct, operate, maintain, repair, test (or witness testing), inspect, replace or remove facilities and equipment to: (i) interconnect the Large Generating Facility with the New York State Transmission System; (ii) operate and maintain the Large Generating Facility, the Attachment Facilities and the New York State Transmission System; and (iii) disconnect or remove the Access Party’s facilities and equipment upon termination of this Agreement. In exercising such licenses, rights of way and easements, the Access Party shall not unreasonably disrupt or interfere with normal operation of the Granting Party’s business and shall adhere to the safety rules and procedures established in advance, as may be changed from time to time, by the Granting Party and provided to the Access Party. The Access Party shall indemnify the Granting Party against all claims of injury or damage from third parties resulting from the exercise of the access rights provided for herein.

  • DXC’s Right to Inspect DXC may, at any time, inspect the software, Services, or Products and associated manufacturing processes. Inspection may occur at Supplier’s facility, plant or subcontractor’s plant. Supplier will inform its vendors and subcontractors of DXC’s right to inspect and shall secure that right for DXC if necessary.

  • Right to Set Off Notwithstanding anything to the contrary in this License Agreement, each Party has the right at all times to retain and set off against all amounts due and owing to the other Party as determined in a final judgment any damages recovered by such Party for any Losses incurred by such Party.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!