Common use of Due Diligence Investigations Clause in Contracts

Due Diligence Investigations. (a) In recognition of the fact that BIZ as of the date hereof has not completed its due diligence review of Litronic and the Litronic Subsidiaries, in addition to the other termination rights set forth in this Section 12, BIZ shall have the right, at any time after the date of this Agreement through and including the date which is the day before the mailing of the Proxy Statement, to terminate this Agreement if BIZ identifies any circumstance which, in the reasonable business judgment of the Board of Directors (including any committee thereof) of BIZ, acting in good faith and with due regard for principles of fair dealing, could materially and adversely impact the reasonably expected financial or business benefits to BIZ of the transactions contemplated by this Agreement or otherwise constitute a breach of their fiduciary duty if BIZ were to consummate the Merger under the terms set forth in this Agreement. (b) In recognition of the fact that Litronic as of the date hereof has not completed its due diligence review of BIZ and BCP, in addition to the other termination rights set forth in this Section 12, Litronic shall have the right, at any time after the date of this Agreement through and including the date which is the day before the mailing of the Proxy Statement, to terminate this Agreement if Litronic identifies any circumstance which, in the reasonable business judgment of the Board of Directors (including any committee thereof) of Litronic, acting in good faith and with due regard for principles of fair dealing, could materially and adversely impact the reasonably expected financial or business benefits to Litronic of the transactions contemplated by this Agreement or otherwise constitute a breach of their fiduciary duty if Litronic were to consummate the Merger under the terms set forth in this Agreement.