Corporate Examinations and Investigations. At or prior to the Closing Date, each of WWSI and CENTRIC shall be entitled to make such investigation of the assets, properties, business and operations of the other and such examination of the books, records, Tax Returns, financial condition and operations of the other as each may wish. Any such investigation and examination shall be conducted at reasonable times and under reasonable circumstances and WWSI and CENTRIC shall cooperate fully therein. In order that each of WWSI and CENTRIC may have full opportunity to make such a business, accounting and legal review, examination or investigation as it may wish of the business and affairs of the other, WWSI or CENTRIC, as the case may be, shall furnish to the other during such period all such information and copies of such documents concerning its affairs as WWSI or CENTRIC may reasonably request and cause its officers, employees, consultants, agents, accountants and attorneys to cooperate fully and provide all material facts affecting its financial condition and business operations. Until the Closing and if the Closing shall not occur, thereafter, WWSI, CENTRIC, and its respective affiliates shall keep confidential and shall not use in any manner inconsistent with the transactions contemplated by this Agreement and after termination of this Agreement, WWSI, CENTRIC, and its respective affiliates shall not disclose, nor use for their own benefit, any information or documents obtained from the other concerning its assets, properties, business and operations, unless (a) readily ascertainable from public or published information, or trade sources, (b) received from a third party not under an obligation to WWSI or CENTRIC, as the case may be, to keep such information confidential or (c) required by any Law or Order. If this transaction does not close for any reason, WWSI, CENTRIC, and its respective affiliates shall return or destroy all such confidential information and compilations thereof as is practicable, and shall certify such destruction or return to WWSI or CENTRIC, as the case may be.
Appears in 1 contract
Samples: Share Exchange Agreement (Worldwide Strategies Inc)
Corporate Examinations and Investigations. At or prior to the Closing Date, each of WWSI XXXXXXX and CENTRIC WORLDWIDE shall be entitled to make such investigation of the assets, properties, business and operations of the other and such examination of the books, records, Tax Returns, financial condition and operations of the other as each may wish. Any such investigation and examination shall be conducted at reasonable times and under reasonable circumstances and WWSI XXXXXXX and CENTRIC WORLDWIDE shall cooperate fully therein. In order that each of WWSI XXXXXXX and CENTRIC WORLDWIDE may have full opportunity to make such a business, accounting and legal review, examination or investigation as it may wish of the business and affairs of the other, WWSI XXXXXXX or CENTRICWORLDWIDE, as the case may be, shall furnish to the other during such period all such information and copies of such documents concerning its affairs as WWSI XXXXXXX or CENTRIC WORLDWIDE may reasonably request and cause its officers, employees, consultants, agents, accountants and attorneys to cooperate fully and provide all material facts affecting its financial condition and business operations. Until the Closing and if the Closing shall not occur, thereafter, WWSIXXXXXXX, CENTRICWORLDWIDE, and its respective affiliates shall keep confidential and shall not use in any manner inconsistent with the transactions contemplated by this Agreement and after termination of this Agreement, WWSIXXXXXXX, CENTRICWORLDWIDE, and its respective affiliates shall not disclose, nor use for their own benefit, any information or documents obtained from the other concerning its assets, properties, business and operations, unless
(a) readily ascertainable from public or published information, or trade sources, (b) received from a third party not under an obligation to WWSI XXXXXXX or CENTRICWORLDWIDE, as the case may be, to keep such information confidential or (c) required by any Law or Order. If this transaction does not close for any reason, WWSIXXXXXXX, CENTRICWORLDWIDE, and its respective affiliates shall return or destroy all such confidential information and compilations thereof as is practicable, and shall certify such destruction or return to WWSI XXXXXXX or CENTRICWORLDWIDE, as the case may be.
Appears in 1 contract
Samples: Share Exchange Agreement (Worldwide Strategies Inc)
Corporate Examinations and Investigations. At or prior to the Closing DateClosing, each of WWSI BRAVO and CENTRIC WOIZE shall be entitled to make such investigation of the assets, properties, business and operations of the other and such examination of the books, records, Tax Returns, financial condition and operations of the other as each may wish. Any such investigation and examination shall be conducted at reasonable times and under reasonable circumstances and WWSI BRAVO and CENTRIC WOIZE shall cooperate fully therein. In order that each of WWSI BRAVO and CENTRIC WOIZE may have full opportunity to make such a business, accounting and legal review, examination or investigation as it may wish of the business and affairs of the other, WWSI BRAVO or CENTRICWOIZE, as the case may be, shall furnish to the other during such period all such information and copies of such documents concerning its affairs as WWSI BRAVO or CENTRIC WOIZE may reasonably request and cause its officers, employees, consultants, agents, accountants and attorneys to cooperate fully and provide all material facts affecting its financial condition and business operations. Until the Closing and if the Closing shall not occur, thereafter, WWSIBRAVO, CENTRICWOIZE, and its respective affiliates shall keep confidential and shall not use in any manner inconsistent with the transactions contemplated by this Agreement and after termination of this Agreement, WWSIBRAVO, CENTRICWOIZE, and its respective affiliates shall not disclose, nor use for their own benefit, any information or documents obtained from the other concerning its assets, properties, business and operations, unless
(a) readily ascertainable from public or published information, or trade sources, (b) received from a third party not under an obligation to WWSI BRAVO or CENTRICWOIZE, as the case may be, to keep such information confidential or (c) required by any Law lawful governmental order or Orderregulation. If this transaction does not close for any reason, WWSIBRAVO, CENTRICWOIZE, and its respective affiliates shall return or destroy all such confidential information and compilations thereof as is practicable, and shall certify such destruction or return to WWSI BRAVO or CENTRICWOIZE, as the case may be.
Appears in 1 contract
Corporate Examinations and Investigations. At or prior to the Closing Date, each of WWSI SGMD, BZRTH and CENTRIC BZRTH Shareholders shall be entitled to make such investigation of the assets, properties, business and operations of the other BZRTH and SGMD and such examination of the books, records, Tax Returns, financial condition and operations of the other BZRTH and SGMD as each both parties may wish. Any such investigation and examination shall be conducted at reasonable times and under reasonable circumstances and WWSI BZRTH and CENTRIC SGMD shall cooperate fully thereinwith each other. In order that each of WWSI SGMD and CENTRIC BZRTH may have full opportunity to make such a business, accounting and legal review, examination or investigation as it they may wish of the business and affairs of the other, WWSI or CENTRIC, as the case may be, both parties shall furnish to the each other during such period all such information and copies of such documents concerning its the affairs of BZRTH and SGMD as WWSI or CENTRIC both parties may reasonably request and cause its each other’s officers, employees, consultants, agents, accountants and attorneys to cooperate fully and provide with each other of all material facts affecting its the financial condition and business operations. Until the Closing and if the Closing shall not occur, thereafter, WWSI, CENTRIC, both parties and its respective affiliates shall keep confidential and shall not use in any manner inconsistent with the transactions contemplated by this Agreement and after termination of this Agreement, WWSI, CENTRIC, both parties and its respective affiliates shall not disclose, nor use for their own benefit, any information or documents obtained from the other either party concerning its assets, properties, business and operations, unless
unless (a) readily ascertainable from public or published information, or trade sources, (b) received from a third party not under an obligation to WWSI BZRTH or CENTRIC, as the case may be, SGMD to keep such information confidential or (c) required by any Law or Order. If this transaction does not close for any reason, WWSI, CENTRIC, both parties and its respective affiliates shall return or destroy all such confidential information and compilations thereof as is practicable, and shall certify such destruction or return to WWSI or CENTRIC, as the case may be.
Appears in 1 contract
Corporate Examinations and Investigations. At or prior to the Closing Date, each of WWSI CCI and CENTRIC CNI shall be entitled to make such investigation of the assets, properties, business and operations of the other and such examination of the books, records, Tax Returns, financial condition and operations of the other as each may wish. Any such investigation and examination shall be conducted at reasonable times and under reasonable circumstances and WWSI CCI and CENTRIC CNI shall cooperate fully therein. In order that each of WWSI CCI and CENTRIC CNI may have full opportunity to make such a business, accounting and legal review, examination or investigation as it may wish of the business and affairs of the other, WWSI CCI or CENTRICCNI, as the case may be, shall furnish to the other during such period all such information and copies of such documents concerning its affairs as WWSI CCI or CENTRIC CNI may reasonably request and cause its officers, employees, consultants, agents, accountants and attorneys to cooperate fully and provide all material facts affecting its financial condition and business operations. Until the Closing and if the Closing shall not occur, thereafter, WWSICCI, CENTRICCNI, and its respective affiliates shall keep confidential and shall not use in any manner inconsistent with the transactions contemplated by this Agreement and after termination of this Agreement, WWSICCI, CENTRICCNI, and its respective affiliates shall not disclose, nor use for their own benefit, any information or documents obtained from the other concerning its assets, properties, business and operations, unless
(a) readily ascertainable from public or published information, or trade sources, (b) received from a third party not under an obligation to WWSI CCI or CENTRICCNI, as the case may be, to keep such information confidential or (c) required by any Law or Order. If this transaction does not close for any reason, WWSICCI, CENTRICCNI, and its respective affiliates shall return or destroy all such confidential information and compilations thereof as is practicable, and shall certify such destruction or return to WWSI CCI or CENTRICCNI, as the case may be.
Appears in 1 contract
Samples: Share Exchange Agreement (Crossnet Communications Inc)
Corporate Examinations and Investigations. At or prior to the Closing Date, each of WWSI and CENTRIC LPME shall be entitled to make such investigation of the assets, properties, business and operations of the other AFT and such examination of the books, records, Tax Returns, financial condition and operations of the other AFT as each LPME may wish. Any such investigation and examination shall be conducted at reasonable times and under reasonable circumstances and WWSI and CENTRIC AFT shall cooperate fully therein. In order that each of WWSI and CENTRIC LPME may have full opportunity to make such a business, accounting and legal review, examination or investigation as it may wish of the business and affairs of the otherAFT, WWSI or CENTRIC, as the case may be, AFT shall furnish to the other LPME during such period all such information and copies of such documents concerning its the affairs of AFT as WWSI or CENTRIC LPME may reasonably request and cause its AFT’s officers, employees, consultants, agents, accountants and attorneys to cooperate fully and provide with LPME of all material facts affecting its the financial condition and business operationsoperations of AFT. Until the Closing and and, if the Closing shall not occur, thereafter, WWSI, CENTRIC, LPME and its respective affiliates shall keep confidential and shall not use in any manner inconsistent with the transactions contemplated by this Agreement and after termination of this Agreement, WWSI, CENTRIC, LPME and its respective affiliates shall not disclose, nor use for their own benefit, any information or documents obtained from the other AFT concerning its assets, properties, business and operations, unless
unless (ai) readily ascertainable from public or published information, or trade sources, (bii) received from a third party not under an obligation to WWSI or CENTRIC, as the case may be, AFT to keep such information confidential confidential, or (ciii) required by any Law or Orderorder of a court of competent jurisdiction. If this transaction does not close for any reason, WWSI, CENTRIC, LPME and its respective affiliates shall return or destroy all such confidential information and compilations thereof as is practicable, and shall certify such destruction or return to WWSI or CENTRIC, as the case may beAFT.
Appears in 1 contract
Samples: Share Exchange Agreement (Las Palmas Mobile Estates)
Corporate Examinations and Investigations. At or prior to the Closing Date, each of WWSI LEXON and CENTRIC PROVISION shall be entitled to make such investigation of the assets, properties, business and operations of the other and such examination of the books, records, Tax Returns, financial condition and operations of the other as each may wish. Any such investigation and examination shall be conducted at reasonable times and under reasonable circumstances and WWSI LEXON and CENTRIC PROVISION shall cooperate fully therein. In order that each of WWSI LEXON and CENTRIC PROVISION may have full opportunity to make such a business, accounting and legal review, examination or investigation as it may wish of the business and affairs of the other, WWSI LEXON or CENTRICPROVISION, as the case may be, shall furnish to the other during such period all such information and copies of such documents concerning its affairs as WWSI LEXON or CENTRIC PROVISION may reasonably request and cause its officers, employees, consultants, agents, accountants and attorneys to cooperate fully and provide all material facts affecting its financial condition and business operations. Until the Closing and if the Closing shall not occur, thereafter, WWSILEXON, CENTRICPROVISION, and its respective affiliates shall keep confidential and shall not use in any manner inconsistent with the transactions contemplated by this Agreement and after termination of this Agreement, WWSILEXON, CENTRICPROVISION, and its respective affiliates shall not disclose, nor use for their own benefit, any information or documents obtained from the other concerning its assets, properties, business and operations, unless
(a) readily ascertainable from public or published information, or trade sources, (b) received from a third party not under an obligation to WWSI LEXON or CENTRICPROVISION, as the case may be, to keep such information confidential or (c) required by any Law or Order. If this transaction does not close for any reason, WWSILEXON, CENTRICPROVISION, and its respective affiliates shall return or destroy all such confidential information and compilations thereof as is practicable, and shall certify such destruction or return to WWSI LEXON or CENTRICPROVISION, as the case may be.
Appears in 1 contract