Diligence Process. The Mezzanine Borrower shall submit to the Mezzanine Lender written notice (a “Substitution Notice”) setting forth the Business Day no earlier than thirty (30) days after the date of such Substitution Notice on which Mezzanine Borrower desires to effect such Substitution (the “Substitution Date”), together with the following materials (the “Substitution Due Diligence Package”) relating to the proposed Substitute Property: (i) a description of the proposed Substitute Property sufficient to obtain a Title Policy for such proposed Substitute Property, (ii) three years of historical cash flow operating statements, if available, (iii) true, complete and correct copies of any Material Subleases affecting the proposed Substitute Property, (iv) a map and site plan, including an existing Survey of the proposed Substitute Property dated not more than six (6) months prior to such submission, (v) a copy of the proposed amendment to the Master Lease and Master Lease SNDA and the License and Reservation Service Agreement to include the proposed Substitute Property, (vi) copies of all permits, licenses and approvals required with respect to operation of the proposed Substitute Property, (vii) a Phase I environmental assessment report, conducted under the ASTM International Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process E1527-05, issued by a recognized environmental consultant, (viii) copies of all condominium documents and ground leases, if any, (ix) an engineer’s inspection report, (x) ground lessor, fee mortgagee, condominium association and tenant (under Material Subleases) estoppel certificates and tenant (under Material Subleases) Non-Disturbance Agreements, in each case in the forms attached hereto and including such variations that are either immaterial or are reasonably acceptable to Mezzanine Lender, as applicable, together with any consents required with respect to the Contemplated Transactions, (xi) a commitment from the Title Company with respect to the issuance of a Title Policy, together with copies of all exceptions referenced therein and a copy of the recorded memorandum of ground lease if such Substitute Property will be a Ground Lease Property, (xii) upon the reasonable request of the Mezzanine Lender, a PML study, (xiii) a FIRREA appraisal conducted by Xxxxxxx & Xxxxxxxxx (or another Independent appraiser reasonably acceptable to Mezzanine Lender), (xiv) if such proposed Substitute Property is not th...
Diligence Process. Recipient and its Representatives shall not initiate or maintain contact with any stockholder, director, officer, employee, partner, manager, member, agent, supplier, franchisee or lender of the Company with respect to or relating in any way to the Transaction, or in which the Transaction is discussed or referred to directly or indirectly, except as specifically authorized in writing by the Company and as provided in this section. Recipient hereby agrees to submit or direct to the designee or designees of the Company all (a) communications regarding the Transaction, (b) requests for additional information, (c) requests for facility tours or management or employee meetings or conversations and (d) discussions or questions regarding procedures.
Diligence Process. Recipient shall not, and shall cause its Representatives not to, initiate or maintain direct or indirect contact with the Disclosing Party, the Company or any of their respective Representatives, members, partners, customers, suppliers, distributors, advisors, lenders, or any other person with whom the Company has a business relationship, with respect to or relating in any way to a Transaction, the Evaluation Material, or the business, operations, prospects or finances of the Company, or in which a Transaction is discussed or referred to directly or indirectly, except by or with the prior written consent of the Disclosing Party and as provided in this Section 4; provided, that such contact that is in the ordinary course of business and does not relate in any way to a Transaction shall not be prohibited. Recipient hereby agrees to submit or direct all (a) communications regarding a Transaction, (b) requests for additional information, (c) requests for facility tours or management or employee meetings or conversations and (d) discussions or questions regarding procedures to the designee or designees of the Disclosing Party, which shall initially be Braunco, Inc. (“Auctioneer”).
Diligence Process. Prior to the time of public announcement of a definitive written agreement between Recipient and the Company with respect to a Transaction, Recipient shall cause its Representatives not to initiate or maintain contact with any stockholder, director, officer, employee, partner, manager, member, agent, customer, supplier or lender of the Company with respect to or relating in any way to the Transaction, or in which the Transaction is discussed or referred to directly or indirectly, except as specifically authorized in writing by the Company and as provided in this Section. Recipient hereby agrees to submit or direct to the designee or designees of the Company all (a) requests for information, (b) requests for facility tours or management or employee meetings or conversations and (c) discussions or questions regarding diligence procedures.
Diligence Process. Until any of the events set forth in clauses (A), (B) or (C) of the last sentence of Section 6 occurs, Recipient shall cause its Representatives not to initiate or maintain contact with any stockholder, director, officer, employee, partner, manager, member, agent, customer, supplier or lender of the Company with respect to or relating in any way to the Transaction, or in which the Transaction is discussed or referred to directly or indirectly, except as specifically authorized in writing by the Company and as provided in this Section. Recipient hereby agrees to submit or direct to the designee or designees of the Company all (a) communications regarding the Transaction, (b) requests for additional information, (c) requests for facility tours or management or employee meetings or conversations and (d) discussions or questions regarding procedures.
Diligence Process. In consideration of the provision of the Evaluation Material to the Receiving Party, such Party agrees and shall cause its Representatives not to initiate or maintain contact with any officer, director, employee or agent of the Disclosing Party relating to the Transaction, except in accordance with guidelines that are mutually established by the Parties. Each Party hereby agrees to submit or direct to the designee or designees of the other Party all: (a) communications regarding the Transaction; (b) requests for additional information; (c) requests for facility tours or management or employee meetings; and (d) discussions or questions regarding procedures.
Diligence Process. The Mezzanine Borrower shall submit to the Mezzanine Lender written notice (a “Substitution Notice”) setting forth the Business Day no earlier than thirty (30) days after the date of such Substitution Notice on which Mezzanine Borrower desires to effect such Substitution (the “Substitution Date”), together with the following materials (the
Diligence Process. The parties acknowledge that Seller will disclose certain Confidential Information to potential buyers of the Company in connection with the process it conducts pursuant to Section 5.06(b). The Seller agrees: (i) that Confidential Information will be disclosed only to those persons executing confidentiality agreements that are customary for similar transactions (which shall provide that the Company and the Xxxxxx Subsidiaries are express third party beneficiaries thereof); (ii) to stage the disclosure of Confidential Information so that only Confidential Information reasonably necessary for a person to gauge its interest in a possible transaction will be disclosed to those persons executing confidentiality agreements, and (iii) competitively sensitive Confidential Information will be disclosed only to those persons who Seller reasonably believes have a good faith interest in pursuing a transaction and the financial capacity to consummate a transaction.
Diligence Process. Recipient shall not, and shall cause its Representatives not to, initiate or maintain direct or indirect contact with the Disclosing Party, the Company or any of their respective Representatives, members, partners, customers, suppliers, distributors, advisors, lenders, or any other person with whom the Company has a business relationship, with respect to or relating in any way to a Transaction, the Evaluation Material, or the business, operations, prospects or finances of the Company, or in which a Transaction is discussed or referred to directly or indirectly, except by or with the prior written consent of the Disclosing Party and as provided in this Section 4; provided, that such contact that is in the ordinary course of business and does not relate in any way to a Transaction shall not be prohibited. Recipient hereby agrees to submit or direct all (a) communications regarding a Transaction, (b) requests for additional information, (c) requests for facility tours or management or employee meetings or conversations and (d) discussions or questions regarding procedures to the designee or designees of the Disclosing Party, which shall initially be Braunco, Inc. (“Auctioneer”).
