Common use of Corporate Examinations and Investigations Clause in Contracts

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and Pubco, the BBC Shareholders and the Representative Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC or Pubco as each party or its representatives may reasonably request and cause BBC or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 2 contracts

Samples: Share Exchange Agreement, Share Exchange Agreement (Pineapple Express, Inc.)

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Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC R2 and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and Pubco, the BBC Shareholders and the Representative Stockholder Shareholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC R2 or Pubco as each party or its representatives may reasonably request and cause BBC R2 or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 2 contracts

Samples: Securities Exchange Agreement (Omni Shrimp, Inc.), Securities Exchange Agreement

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and PubcoGoodwill, the BBC Shareholders Andatee and the Representative Stockholder Shareholders shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC Goodwill or Pubco Andatee or any Subsidiary as each party or its representatives may reasonably request and cause BBC Goodwill or Pubco Andatee and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 2 contracts

Samples: Share Exchange Agreement (Andatee China Marine Fuel Services Corp), Share Exchange Agreement (Andatee China Marine Fuel Services Corp)

Corporate Examinations and Investigations. Prior to the Closing, each party Party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Priveco and Pubco as each party may request. In order that each party Party may have the full opportunity to do so, BBC and Priveco, Pubco, the BBC Shareholders Priveco Stockholders and the Representative Pubco Stockholder shall furnish each party Party and its representatives during such period with all such information concerning the affairs of BBC Priveco or Pubco as each party Party or its representatives may reasonably request and cause BBC Priveco or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each partyParty’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party Party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each partyParty’s premises, with copies thereof to be provided to each party Party and/or its representatives upon request.

Appears in 2 contracts

Samples: Share Exchange and Conversion Agreement (Makkanotti Group Corp.), Share Exchange Agreement (TabacaleraYsidron, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC BVI and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and BVI, Pubco, the BBC BVI Shareholders and the Representative Pubco Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC BVI or Pubco as each party or its representatives may reasonably request and cause BBC BVI or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Xtreme Link, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Omni and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and Pubco, the BBC Shareholders and the Representative Stockholder Shareholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC Omni or Pubco as each party or its representatives may reasonably request and cause BBC Omni or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s 's representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s 's premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (NaturalNano, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party Party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Purchaser and Pubco Acquiree as each party Party may request. In order that each party Party may have the full opportunity to do so, BBC Purchaser and PubcoAcquiree, the BBC Shareholders and the Representative Stockholder shall furnish each party Party and its representatives during such period with all such information concerning the affairs of BBC or Pubco the other respective Party as each party or its representatives may reasonably request be requested and cause BBC Purchaser or Pubco Acquiree and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each partyParty’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party Party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each partyParty’s premises, with copies thereof to be provided to each party Party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Spotlight Innovation, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC TRINITY and Pubco SMGI as each party may request. In order that each party may have the full opportunity to do so, BBC TRINITY and Pubco, the BBC Shareholders and the Representative Stockholder SMGI shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC TRINITY or Pubco SMGI as each party or its representatives may reasonably request and cause BBC TRINITY or Pubco SMGI and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s 's representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s 's premises, with copies thereof to be provided to each party and/or or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (SMG Industries Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC CCD and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and Pubco, the BBC Shareholders and the Representative Stockholder Member and/or Direct Investor shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC CCD or Pubco as each party or its representatives may reasonably request and cause BBC CCD or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Securities Exchange Agreement (True Drinks Holdings, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Fulland and Pubco Malex as each party may request. In order that each party may have the full opportunity to do so, BBC Fulland and PubcoMalex, the BBC Shareholders Fulland Stockholders and the Representative Malex Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC Fulland or Pubco Malex as each party or its representatives may reasonably request and cause BBC Fulland or Pubco Malex and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Malex Inc)

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Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Xxxxxx Daily and Pubco Red Carpet as each party may request. In order that each party may have the full opportunity to do so, BBC Xxxxxx Daily and Pubco, the BBC Shareholders and the Representative Stockholder Red Carpet shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC or Pubco Xxxxxx Daily and Red Carpet as each party or its representatives may reasonably request and cause BBC or Pubco Xxxxxx Daily and Red Carpet and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s 's representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s 's premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Stock Purchase Agreement (Red Carpet Entertainment Inc)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Premier Power and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC Premier Power and Pubco, the BBC Shareholders Premier Power Owners and the Representative Pubco Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC Premier Power or Pubco as each party or its representatives may reasonably request and cause BBC Premier Power or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Premier Power Renewable Energy, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Soul and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and Pubco, the BBC Shareholders and the Representative Stockholder Shareholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC Soul or Pubco as each party or its representatives may reasonably request and cause BBC Soul or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Soul & Vibe Interactive Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Petro and Pubco the Company as each party may request. In order that each party may have the full opportunity to do so, BBC and Pubco, the BBC Shareholders Company and the Representative Stockholder Subscribers shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC Petro or Pubco the Company as each party or its representatives may reasonably request and cause BBC Petro or Pubco the Company and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Securities Purchase Agreement (Petro River Oil Corp.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC Tonix and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC Tonix and Pubco, the BBC Tonix Shareholders and the Representative Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of BBC Tonix or Pubco as each party or its representatives may reasonably request and cause BBC Tonix or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Tamandare Explorations Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party Party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of BBC the Company and Pubco Medeor as each party may reasonably request. In order that each party Party may have the full opportunity to do so, BBC the Company and Pubco, the BBC Shareholders and the Representative Stockholder Medeor shall furnish each party Party and its representatives during such period with all such information concerning the affairs of BBC the Company or Pubco Medeor as each party or its representatives may reasonably request and cause BBC the Company or Pubco Medeor and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each partyParty’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party Party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each partyParty’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Merger Agreement (Camp Nine, Inc.)

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