Common use of Corporate Examinations and Investigations Clause in Contracts

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees that Buyer shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") to make --------------- such investigation of the Assets, the Business and operations of Seller, and such examination of the books, records and financial condition of Seller, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and Seller shall cooperate therein. In that connection, Seller shall make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Seller, all such information and copies of such documents and records concerning the affairs of Seller as such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets and all parts thereof and to Seller's employees, customers, suppliers, contractors and others, and shall cause Seller's Representatives to cooperate in connection with such review and examination.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, the Seller agrees that Buyer the Purchaser shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, the "RepresentativesAgents") to make --------------- such investigation of the Assets, Business and the Business Assets and operations of the Seller, and such examination of the books, records and financial condition of the Seller, as Buyer reasonably deems necessarythe Purchaser shall deem necessary or appropriate. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and the Seller shall cooperate fully therein. In that connection, the Seller shall make available to the Representatives of Buyer Agents during such period, without however causing any unreasonable interruption in the operations of Sellerthe Business, all such information and copies of such documents and records concerning the affairs of the Seller as such Representatives the Agents may reasonably request, shall permit the Representatives of Buyer Agents access to the Assets of the Seller and all parts thereof and to the Seller's employeesAgents, customers, suppliers, contractors suppliers and others, and shall cause the Seller's Representatives Agents to cooperate fully in connection with such review and examination. No investigation by the Purchaser shall diminish or obviate any of the representations, warranties, covenants or agreements of the Seller contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to and after the ----------------------------------------- Closing DateInitial Closing, the Seller agrees that Buyer the Purchaser shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, the "RepresentativesAgents") to make --------------- such investigation of the Assets, Business and the Business Assets and operations of the Seller, and such examination of the books, records and financial condition of the Seller, as Buyer reasonably deems necessarythe Purchaser shall deem necessary or appropriate. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable noticeten (10) days written notice to the Seller, and the Seller shall shall, cooperate fully therein. In that connection, the Seller shall make available to the Representatives of Buyer Agents during such period, without however causing any unreasonable interruption in the operations of Sellerthe Business, all such information and copies of such documents and records concerning the affairs of the Seller as such Representatives the Agents may reasonably request, shall permit the Representatives of Buyer Agents access to the Assets of the Seller and all parts thereof and to the Seller's employeesAgents, customers, suppliers, contractors suppliers and others, and shall cause the Seller's Representatives Agents to cooperate fully in connection with such review and examination. No investigation by the Purchaser shall diminish or obviate any of the representations, warranties, covenants or agreements of the Seller contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees that Buyer shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "RepresentativesREPRESENTATIVES") to make --------------- such investigation of the Assets, the Business and operations of Seller, and such examination of the books, records and financial condition of Seller, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and Seller shall cooperate fully therein. In that connection, Seller shall make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Seller, all such information and copies of such documents and records concerning the affairs of Seller as such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets and all parts thereof and to Seller's employees, customers, suppliers, contractors and others, and shall cause Seller's Representatives to cooperate fully in connection with such review and examination. No investigation by Buyer shall diminish or obviate any of the representations, warranties, covenants or agreements of Seller contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees and Stockholder agree that Buyer shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") ), to make --------------- such investigation of the Assetsproperties, the Business businesses and operations of SellerSeller and Stockholder, and such examination of the books, records and financial condition of SellerSeller and Stockholder, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and the Stockholder shall, and shall cause Seller shall to, cooperate fully therein. No investigation by Buyer shall diminish or obviate any of the representations, warranties, covenants or agreements of Seller or the Stockholder contained in this Agreement. In order that connectionBuyer may have full opportunity to make such physical, business, accounting and legal review, examination or investigation as it may reasonably deem necessary of the affairs of Seller, Seller shall make available and the Stockholder shall cause Seller to make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Seller, all such information and copies of such documents and records concerning the affairs of Seller as -33- 39 such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets properties of Seller and all parts thereof and to Seller's employees, their respective customers, suppliers, contractors and others, and shall cause Seller and the Seller's Representatives to cooperate fully in connection with such review and examination.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees that Buyer shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") to make --------------- such investigation of the Assets, the Business and operations of Seller, and such examination of the books, books and records and financial condition of Seller, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable noticenotice and shall reasonably take into account Seller's need to conduct on-going Business operations, and Seller shall cooperate fully therein. In that connection, Seller shall make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Seller, Seller all such information and copies of such documents and records concerning the affairs of Seller as such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets and all parts thereof and to Seller's employees, customers, suppliers, contractors and othersthereof, and shall cause Seller's Representatives to cooperate reasonably in connection with such review and examination. Prior to the Closing Date, Buyer may contact employees, customers, suppliers, Contractors and others having business dealings with the Business at such times and in such manner as is reasonably approved in advance by Seller.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, the Seller agrees that Buyer the Purchaser shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, the "RepresentativesAgents") to make --------------- such investigation of the Assets, Business and the Business Assets and operations of Sellerthe Seller and the Subsidiaries, and such examination of the books, records records, properties, assets and financial condition of Sellerthe Seller and the Subsidiaries, as Buyer reasonably deems necessarythe Purchaser shall deem necessary or appropriate. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and the Seller shall, and the Seller shall cause the Subsidiaries to, cooperate fully therein. In that connection, the Seller shall make available to the Representatives of Buyer Agents during such period, without however causing any unreasonable interruption in the operations of Sellerthe Business, all such information and copies of such documents and records concerning the affairs of the Seller and the Subsidiaries as such Representatives the Agents may reasonably request, shall permit the Representatives of Buyer Agents access to the Assets of the Seller and the Subsidiaries and all parts thereof and to the Seller's employeesand Subsidiaries' Agents, customers, suppliers, contractors suppliers and others, and shall cause the Seller's Representatives and Subsidiaries' Agents to cooperate fully in connection with such review and examination. No investigation by the Purchaser shall diminish or obviate any of the representations, warranties, covenants or agreements of the Seller contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees the Company and Sellers agree that Buyer shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "RepresentativesREPRESENTATIVES") to make --------------- such investigation of the Assets, the Business and operations of Sellerthe Company and the Subsidiaries, and such examination of the books, records and financial condition of Sellerthe Company and the Subsidiaries, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and Seller the Company and Sellers shall, and shall cause the Subsidiaries to, cooperate fully therein. In that connection, Seller the Company and Sellers shall make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Sellerthe Company or any Subsidiary, all such information and copies of such documents and records concerning the affairs of Seller the Company and the Subsidiaries as such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets of Company and the Subsidiaries and all parts thereof and to Seller's their respective employees, customers, suppliers, contractors Contractors and others, and shall cause Sellerthe Company's and the Subsidiaries' Representatives to cooperate fully in connection with such review and examination. No investigation by Buyer shall diminish or obviate any of the representations, warranties, covenants or agreements of either Seller or the Company contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees and the General Partners agree that Buyer shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "RepresentativesREPRESENTATIVES") to make --------------- such investigation of the Assets, the Business and operations of Seller, and such examination of the books, records and financial condition of Seller, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and Seller shall cooperate fully therein. In that connection, Seller and the General Partners shall make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Seller, all such information and copies of such documents and records concerning the Business and the affairs of Seller as such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets and all parts thereof thereof, and to Seller's and the Business' employees, customers, suppliers, contractors and others, and shall cause Seller's Representatives to cooperate fully in connection with such review and examination. No investigation by Buyer shall diminish or obviate any of the representations, warranties, covenants or agreements of Seller and the General Partners contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller CoMed agrees that Buyer DHT shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") to make --------------- such investigation of the Assets, the Business and operations of SellerCoMed, and such examination of the books, records and financial condition of SellerCoMed, as Buyer DHT reasonably deems necessary. Any such investigation necessary in order to fully complete its investigations and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable noticeexaminations prior to Closing, and Seller CoMed and the Shareholders shall cooperate fully therein. In that connection, Seller CoMed and the Shareholders shall make available to the Representatives of Buyer DHT during such period, without however causing any unreasonable interruption in the operations of Seller, period all such information and copies of such documents and records concerning the affairs of Seller CoMed as such Representatives may reasonably requestrequest (subject to existing obligations of confidentiality which CoMed shall diligently seek to have waived; provided, that all such information, documents and records shall have been made available within a reasonable time prior to Closing), shall permit the Representatives of Buyer DHT access to the Assets of CoMed and all parts thereof and to Seller's their respective employees, customers, suppliers, contractors Contractors and others, and shall cause SellerCoMed's Representatives representatives and agents to cooperate fully in connection with such review and examination. No investigation by DHT shall diminish or obviate any of the representations, warranties, covenants or agreements of a Shareholder or CoMed contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees CIA and the Sellers agree that Buyer the Purchaser shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") to make --------------- such investigation of the Assets, the Business and operations of SellerCIA, and such examination of the books, records and financial condition of SellerCIA, as Buyer the Purchaser reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and Seller CIA and the Sellers shall cooperate fully therein. In that connection, Seller CIA and the Sellers shall make available to the Representatives of Buyer the Purchaser during such period, without however causing any unreasonable interruption in the operations of SellerCIA, all such information and copies of such documents and records concerning the affairs of Seller CIA as such Representatives may reasonably request, shall permit the Representatives of Buyer the Purchaser access to the Assets of CIA and all parts thereof and to Seller's their respective employees, customers, suppliers, contractors and others, and shall cause SellerCIA's Representatives to cooperate fully in connection with such review and examination. No investigation by the Purchaser shall diminish or obviate any of the representations, warranties, covenants or agreements of CIA or the Sellers contained in this Agreement. ss.

Corporate Examinations and Investigations. (a) Prior to ----------------------------------------- the ----------------------------------------- Closing Date, Seller agrees the Stockholders agree that Buyer Purchaser shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") ), to make such --------------- such investigation of the Assets, the Business and operations of SellerDelta, and such examination of the books, records and financial condition of SellerDelta, as Buyer Purchaser reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and Seller the Stockholders shall, and shall cause Delta to, cooperate fully therein. In that connection, Seller the Stockholders shall make available and shall cause Delta to make available to the Representatives of Buyer Purchaser during such period, without however causing any unreasonable interruption in the operations of Sellerthe Business, all such information and copies of such documents and records concerning the affairs of Seller Delta as such Representatives may reasonably request, shall permit the Representatives of Buyer Purchaser access to the Assets of Delta and all parts thereof and to Seller's its employees, customers, suppliers, contractors suppliers and others, and shall cause SellerDelta's Representatives to cooperate fully in connection with such review and examination. No investigation by Purchaser shall diminish or obviate any of the representations, warranties, covenants or agreements of the Stockholders contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, each Seller agrees that Buyer shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") to make --------------- such investigation of the Assetsassets, the Business business and ---------------- operations of Sellerthe Company and the Subsidiaries, and such examination of the books, records and financial condition of Sellerthe Company and the Subsidiaries, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and such Seller shall cooperate therein. In that connection, such Seller shall make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Sellerthe Company and the Subsidiaries, all such information and copies of such documents and records concerning the affairs of Seller the Company and the Subsidiaries as such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets assets of the Company and all parts thereof the Subsidiaries and to Seller's their respective employees, customers, suppliers, contractors and others, and shall cause Seller's Sellers' Representatives to cooperate in connection with such review and examination.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing DateClosing, Seller agrees and the Company agree that Buyer and Parent shall be entitled, through its directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, investors, consultants and other agents (collectively, "“Representatives"”) to make --------------- such investigation of the Assets, the Business and operations of Sellerthe Company and the Purchase Shares, and such examination of the books, records and financial condition of Sellerthe Company, as Buyer reasonably deems necessarynecessary for the purpose of effecting and considering the Contemplated Transactions. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, The Company and Seller shall cooperate fully therein. In that connection, the Company and Seller shall make available to the Representatives of Buyer and Parent during such period, without however causing any unreasonable interruption in the operations of Seller, all such information and copies of such documents and records concerning the affairs of Seller the Company and the Purchase Shares as such Representatives may reasonably request, shall permit the Representatives of Buyer and Parent access to the Assets of the Company and all parts thereof and to Seller's its employees, customers, suppliers, contractors and others, and shall cause Sellerthe Company's Representatives to cooperate fully in connection with such review and examination. No investigation by Buyer and Parent shall diminish or obviate any of the representations, warranties, covenants or agreements of Seller or the Company contained in this Agreement.

Corporate Examinations and Investigations. (a) Prior to the ----------------------------------------- Closing Date, Seller agrees that Buyer shall be entitled, through its the directors, officers, Affiliates, employees, attorneys, accountants, representatives, lenders, consultants and other agents (collectively, "Representatives") of Buyer to make --------------- such investigation of the Assets, the Business and operations of Sellerthe Company, and such examination of the books, records and financial condition of Sellerthe Company, as Buyer reasonably deems necessary. Any such investigation and examination shall be conducted at reasonable times, under reasonable circumstances and upon reasonable notice, and Seller shall, and shall cause the Company to, cooperate fully therein. In that connection, Seller shall make available and shall cause the Company to make available to the Representatives of Buyer during such period, without however causing any unreasonable interruption in the operations of Sellerthe Company, all such information and copies of such documents and records concerning the affairs of Seller the Company as such Representatives may reasonably request, shall permit the Representatives of Buyer access to the Assets of Company and all parts thereof and to Seller's its employees, customers, suppliers, contractors suppliers and others, and shall cause Sellerthe Company's Representatives to cooperate fully in connection with such review and examination.