Common use of Covenants of Seller Prior to Closing Date Clause in Contracts

Covenants of Seller Prior to Closing Date. 5.1 ACCESS AND INVESTIGATION Between the date of this Agreement and the Closing Date, Seller will, and will cause each Acquired Company and its Representatives to, (a) afford Buyer and its Representatives and prospective lenders and their Representatives (collectively, "Buyer's Advisors") full and free access to each Acquired Company's personnel, properties (including subsurface testing), contracts, books and records, and other documents and data, (b) furnish Buyer and Buyer's Advisors with copies of all such contracts, books and records, and other existing documents and data as Buyer may reasonably request, and (c) furnish Buyer and Buyer's Advisors with such additional financial, operating, and other data and information as Buyer may reasonably request. 5.2 OPERATION OF THE BUSINESSES OF THE ACQUIRED COMPANIES Between the date of this Agreement and the Closing Date, Seller will, and will cause each Acquired Company to: (a) conduct the business of such Acquired Company only in the Ordinary Course of Business; (b) use his Best Efforts to preserve intact the current business organization of such Acquired Company, keep available the services of the current officers, employees, and agents of such Acquired Company, and maintain the relations and good will with suppliers, customers, landlords, creditors, employees, agents, and others having business relationships with such Acquired Company; (c) confer with Buyer concerning operational matters of a material nature; and (d) otherwise report periodically to Buyer concerning the status of the business, operations, and finances of such Acquired Company.

Covenants of Seller Prior to Closing Date. 5.1 ACCESS AND INVESTIGATION Between the date of this Agreement and the Closing Date, Seller will, and will cause each Acquired Company and its Representatives to, (a) afford Buyer and its Representatives and prospective lenders and their Representatives (collectively, "Buyer's Advisors") full reasonable access, during regular business hours and free access upon reasonable advance written notice to Seller, to each Acquired Company's personnel, properties (including subsurface testing), contracts, books and records, and other documents and data, (b) furnish Buyer and Buyer's Advisors with copies of all such contracts, books and records, and other existing documents and data as Buyer may reasonably request, and (c) furnish Buyer and Buyer's Advisors with such additional financial, operating, and other data and information as Buyer may reasonably request. 5.2 OPERATION OF THE BUSINESSES OF THE ACQUIRED COMPANIES Between the date of this Agreement and the Closing Date, Seller will, and will cause each Acquired Company to: (a) conduct the business of such Acquired Company only in the Ordinary Course of Business; (b) use his Best Efforts to preserve intact the current business organization of such Acquired Company, keep available the services of the current officers, employees, and agents of such Acquired Company, and maintain the relations and good will with suppliers, customers, landlords, creditors, employees, agents, and others having business relationships with such Acquired Company; (c) confer with Buyer concerning operational matters of a material nature; and (d) otherwise report periodically to Buyer concerning the status of the business, operationsproperties, financial condition, results of operations and finances prospects of such Acquired Company.

Covenants of Seller Prior to Closing Date. 5.1 ACCESS AND INVESTIGATION Between From and including the date of this Agreement and until the Closing DateClosing, Seller will, and will cause each Acquired the Company and its Representatives to, (a) afford Buyer and its Representatives and prospective lenders and their Representatives (collectively, "Buyer's Advisors") full at such times and free on such terms as Seller may approve, access to each Acquired the Company's personnel, properties (including subsurface testing)properties, contracts, books and records, and other existing documents and data, (b) furnish Buyer and Buyer's Advisors with copies of all such contracts, books and records, and other existing documents and data as Buyer may reasonably request, and (c) furnish Buyer and Buyer's Advisors with such additional financial, operating, and other data and information as Buyer may reasonably request. 5.2 OPERATION OF THE BUSINESSES BUSINESS OF THE ACQUIRED COMPANIES Between COMPANY From and including the date of this Agreement and until the Closing DateClosing, Seller will, and will cause each Acquired the Company to: (a) conduct the business of such Acquired the Company only in the Ordinary Course of Business; (b) use his Best Efforts to preserve intact the current business organization of such Acquired the Company, keep available the services of any individuals employed by Seller or its Affiliates who currently provide services to the current officers, employees, and agents of such Acquired CompanyCompany (subject to Section 10.4), and maintain the relations and good will with suppliers, customers, landlords, creditors, employees, agents, and others having business relationships with such Acquired the Company;; and (c) confer with Buyer concerning operational matters cause the Retained Assets and Retained Liabilities to be transferred from the Company to Seller or another of a material nature; and (d) otherwise report periodically its Affiliates, and for Seller or such other Affiliate to Buyer concerning the status assume all of the businessCompany's liabilities and obligations under or with respect to the Retained Liabilities without any warranty whatsoever, operations, and finances of such Acquired Companyexpress or implied.

Covenants of Seller Prior to Closing Date. 5.1 ACCESS AND INVESTIGATION INVESTIGATION. Between the date of this Agreement and the Closing Date, Seller will, and will cause each Acquired Company and its Representatives to, (a) afford Buyer and its Representatives and prospective lenders and their Representatives (collectively, "Buyer's Advisors") full and free access to each Acquired Company's personnel, properties (including subsurface testing), contracts, books and records, and other documents and data, (b) furnish Buyer and Buyer's Advisors with copies of all such contracts, books and records, and other existing documents and data as Buyer may reasonably request, and (c) furnish Buyer and Buyer's Advisors with such additional financial, operating, and other data and information as Buyer may reasonably request. 5.2 OPERATION OF THE BUSINESSES OF THE ACQUIRED COMPANIES COMPANIES. Between the date of this Agreement and the Closing Date, Seller will, and will cause each Acquired Company to: (a) a. conduct the business of such Acquired Company only in the Ordinary Course of Business; (b) b. use his their Best Efforts to preserve intact the current business organization of such Acquired Company, keep available the services of the current officers, employees, and agents of such Acquired Company, and maintain the relations and good will with suppliers, customers, landlords, creditors, employees, agents, and others having business relationships with such Acquired Company; (c) confer x. xxxxxx with Buyer concerning operational matters of a material nature; and (d) d. otherwise report periodically to Buyer concerning the status of the business, operations, and finances of such Acquired Company.