Common use of Due Diligence Access and Investigation Clause in Contracts

Due Diligence Access and Investigation. During the period from the date of this Agreement to the earlier of the termination of this Agreement and the Closing Date (the “Pre-Closing Period”), the Company and its Subsidiaries shall provide and VINCO shall be entitled, through its officers, employees and representatives (including, without limitation, its legal advisors and accountants), to make such investigation of the properties, businesses and operations of the Company and its Subsidiaries and such examination of the books, records and financial condition of the Company and its Subsidiaries as it reasonably requests and to make extracts and copies of such books and records. No investigation by the VINCO prior to or after the date of this Agreement shall diminish or obviate any of the representations, warranties, covenants or agreements of the Company and its Subsidiaries contained in this Agreement or any related documents. In order that VINCO may have full opportunity to make such physical, business, accounting and legal review, examination or investigation as it may reasonably request of the affairs of the Company and its Subsidiaries, the Company shall cause the officers, employees, consultants, agents, accountants, attorneys and other representatives of the Company and its Subsidiaries to cooperate fully with such representatives in connection with such review and examination.

Appears in 1 contract

Samples: Agreement to Complete a Plan of Merger (Vinco Ventures, Inc.)

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Due Diligence Access and Investigation. During the period from the date of this Agreement to the earlier of the termination of this Agreement pursuant to ARTICLE X and the Closing Date (the “Pre-Closing Period”), the Company and its Subsidiaries shall provide and VINCO the Shareholders agree that the Purchaser shall be entitled, through its officers, employees and representatives (including, without limitation, its legal advisors and accountants), to make such investigation of the properties, businesses and operations of the Company and its Subsidiaries and such examination of the books, records and financial condition of the Company and its Subsidiaries as it reasonably requests and to make extracts and copies of such books and records. No investigation by the VINCO Purchaser prior to or after the date of this Agreement shall diminish or obviate any of the representations, warranties, covenants or agreements of the Company and its Subsidiaries or any Shareholder contained in this Agreement or any related documentsthe Related Shareholder Documents. In order that VINCO the Purchaser may have full opportunity to make such physical, business, accounting and legal review, examination or investigation as it may reasonably request of the affairs of the Company and its SubsidiariesCompany, the Company and the Shareholders shall cause the officers, employees, consultants, agents, accountants, attorneys and other representatives of the Company and its Subsidiaries to cooperate fully with such representatives in connection with such review and examination.

Appears in 1 contract

Samples: Share Purchase Agreement (Synthetic Biologics, Inc.)

Due Diligence Access and Investigation. During the period from the date of this Agreement to the earlier of the termination of this Agreement pursuant to ARTICLE IX and the Closing Date (the “Pre-Closing Period”), the Company and its Subsidiaries shall provide and VINCO the Members agree that the Purchaser shall be entitled, through its officers, employees and representatives (including, without limitation, its legal advisors and accountants), to make such investigation of the properties, businesses and operations of the Company and its Subsidiaries and such examination of the books, records and financial condition of the Company and its Subsidiaries as it reasonably requests and to make extracts and copies of such books and records. No investigation by the VINCO Purchaser prior to or after the date of this Agreement shall diminish or obviate any of the representations, warranties, covenants or agreements of the Company and its Subsidiaries or any Member contained in this Agreement or any related documentsthe Related Member Documents. In order that VINCO the Purchaser may have full opportunity to make such physical, business, accounting and legal review, examination or investigation as it may reasonably request of the affairs of the Company and its SubsidiariesCompany, the Company and the Members shall cause the officers, employees, consultants, agents, accountants, attorneys and other representatives of the Company and its Subsidiaries to cooperate fully with such representatives in connection with such review and examination.

Appears in 1 contract

Samples: Equity Purchase Agreement (Adial Pharmaceuticals, Inc.)

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Due Diligence Access and Investigation. During the period from the date of this Agreement to the earlier of the termination of this Agreement pursuant to ARTICLE IX and the Closing Date (the “Pre-Closing Period”), the Company and its Subsidiaries shall provide and VINCO the Stockholders agree that the Purchaser shall be entitled, through its officers, employees and representatives (including, without limitation, its legal advisors and accountants), to make such investigation of the properties, businesses and operations of the Company and its Subsidiaries and such examination of the books, records and financial condition of the Company and its Subsidiaries as it reasonably requests and to make extracts and copies of such books and records. No investigation by the VINCO Purchaser prior to or after the date of this Agreement shall diminish or obviate any of the representations, warranties, covenants or agreements of the Company and its Subsidiaries or any Stockholder contained in this Agreement or any related documentsthe Related Stockholder Documents. In order that VINCO the Purchaser may have full opportunity to make such physical, business, accounting and legal review, examination or investigation as it may reasonably request of the affairs of the Company and its SubsidiariesCompany, the Company and the Stockholders shall cause the officers, employees, consultants, agents, accountants, attorneys and other representatives of the Company and its Subsidiaries to cooperate fully with such representatives in connection with such review and examination.

Appears in 1 contract

Samples: Stock Purchase Agreement (Heat Biologics, Inc.)

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