Common use of Due Diligence Review; Information Clause in Contracts

Due Diligence Review; Information. The Company shall make available, during normal business hours, for inspection and review by the Investors, advisors to and representatives of the Investors (who may or may not be affiliated with the Investors, and who are reasonably acceptable to the Company), and any underwriter participating in any disposition of shares of Common Stock on behalf of the Investors pursuant to a Registration Statement or amendments or supplements thereto or any blue sky, NASD or other filing, all financial and other records, all SEC Filings (as defined in the Purchase Agreement) and other filings with the SEC, and all other corporate documents and properties of the Company as may be reasonably necessary for the purpose of such review, and cause the Company's officers, directors and employees, within a reasonable time period, to supply all such information reasonably requested by the Investors or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them), prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investors and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of such Registration Statement. Except for disclosures to any Investor whose representative or Affiliate occupies a seat or has observation rights with respect to the board of directors of the Company or any of its subsidiaries, the Company shall not disclose material nonpublic information to the Investors, or to advisors to or representatives of the Investors, unless prior to disclosure of such information the Company identifies such information as being material nonpublic information and provides the Investors, such advisors and representatives with the opportunity to accept or refuse to accept such material nonpublic information for review and any Investor wishing to obtain such information enters into an appropriate confidentiality agreement with the Company with respect thereto.

Due Diligence Review; Information. The Company shall make available, during normal business hours, upon reasonable request, for inspection and review by the Investors, advisors to and representatives of the Investors (who may or may not be affiliated with the Investors, Investors and who are reasonably acceptable to the Company), and any underwriter participating in any disposition of shares of Common Stock on behalf of the Investors pursuant to a Registration Statement or amendments or supplements thereto or any blue sky, NASD or other filing, all financial and other records, all SEC Filings (as defined in the Purchase Agreement) and other filings with the SEC, and all other documents respecting the Company, its assets, its properties or its business (including without limitation minute books, corporate documents records, financial statements, contracts, permits, licenses, approvals, technical or engineering reports, and properties of any title opinions or valuations which the Company has obtained) as may be reasonably necessary for the purpose of such review, and cause the Company's ’s officers, directors and employees, within a reasonable time period, to supply all such information reasonably requested by the Investors or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them)) to the extent not publicly available on XXXXX or the Company’s website, prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investors Investor and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of such Registration Statement. Except for disclosures Notwithstanding any of the foregoing, nothing herein shall obligate the Company to any Investor whose representative or Affiliate occupies a seat or has observation rights with respect provide to the board of directors of the Company Investor, or any of its subsidiariesadvisors or representatives or underwriters, the any material nonpublic information. The Company shall not disclose material nonpublic information to the InvestorsInvestor, or to advisors to or representatives of the InvestorsInvestor, unless prior to disclosure of such information the Company identifies such information as being material nonpublic information and provides the InvestorsInvestor, such advisors and representatives with the opportunity to accept or refuse to accept such material nonpublic information for review and any Investor the Investors wishing to obtain such information enters into an appropriate confidentiality agreement with the Company with respect thereto.

Due Diligence Review; Information. The Company shall make available, during normal business hours, for inspection and review by the InvestorsHolder, advisors to and representatives of the Investors Holder (who may or may not be affiliated with the Investors, Holder and who are reasonably acceptable to the Company), and any underwriter participating in any disposition of shares of Common Stock on behalf of the Investors Holder pursuant to a the Registration Statement or amendments or supplements thereto or any blue sky, NASD NASD, or other filing, all financial and other records, all SEC Filings (as defined in the Purchase Agreement) and other filings with the SEC, and all other corporate documents and properties of the Company as may be reasonably necessary for the purpose of establishing a due diligence defense under applicable securities laws and such reviewother reasonable purposes, and cause the Company's ’s officers, directors and employees, within a reasonable time period, to supply all such information reasonably requested by the Investors Holder or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them), prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investors Holder and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of such the Registration Statement. Except for disclosures to any Investor whose representative or Affiliate occupies a seat or has observation rights with respect The above to the board of directors of the Company or any of its subsidiariescontrary notwithstanding, the Company shall not disclose material nonpublic information to the InvestorsHolder, or to advisors to or representatives of the InvestorsHolder, unless prior to disclosure of such information the Company identifies such information as being material nonpublic information and provides the InvestorsHolder, such advisors and representatives with the opportunity to accept or refuse to accept such material nonpublic information for review review. The Company may, as a condition to disclosing any material nonpublic information hereunder, require the Holder’s advisors and any Investor wishing representatives to obtain such information enters enter into an appropriate a confidentiality agreement (including an agreement with such advisors and representatives prohibiting them from trading in Common Stock during such period of time as they are in possession of material nonpublic information) in form reasonably satisfactory to the Company with respect theretoand the Holder.

Due Diligence Review; Information. The Company shall make available, during normal business hours, for inspection and review by the InvestorsHolder, advisors to and representatives of the Investors Holder (who may or may not be affiliated with the Investors, Holder and who are reasonably acceptable to the Company), and any underwriter participating in any disposition of shares of Common Stock on behalf of the Investors Holder pursuant to a the Registration Statement or amendments or supplements thereto or any blue sky, NASD NASD, or other filing, all financial and other records, all SEC Filings (as defined in the Purchase Agreement) and other filings with the SEC, and all other corporate documents and properties of the Company as may be reasonably necessary for the purpose of establishing a due diligence defense under applicable securities laws and such reviewother reasonable purposes, and cause the Company's officers, directors and employees, within a reasonable time period, to supply all such information reasonably requested by the Investors Holder or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them), prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investors Holder and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of such the Registration Statement. Except for disclosures to any Investor whose representative or Affiliate occupies a seat or has observation rights with respect The above to the board of directors of the Company or any of its subsidiariescontrary notwithstanding, the Company shall not disclose material nonpublic information to the InvestorsHolder, or to advisors to or representatives of the InvestorsHolder, unless prior to disclosure of such information the Company identifies such information as being material nonpublic information and provides the InvestorsHolder, such advisors and representatives with the opportunity to accept or refuse to accept such material nonpublic information for review review. The Company may, as a condition to disclosing any material nonpublic information hereunder, require the Holder's advisors and any Investor wishing representatives to obtain such information enters enter into an appropriate a confidentiality agreement (including an agreement with such advisors and representatives prohibiting them from trading in Common Stock during such period of time as they are in possession of material nonpublic information) in form reasonably satisfactory to the Company with respect theretoand the Holder. Nothing herein shall require the Company to disclose material nonpublic information to the Holder or its advisors or representatives.

Due Diligence Review; Information. The Company shall make --------------------------------- available, during normal business hours, for inspection and review by the Investors, advisors to and representatives of the Investors (who may or may not be affiliated with the Investors, Investors and who are reasonably acceptable to the Company), and any underwriter participating in any disposition of shares of Common Stock on behalf of the Investors pursuant to a the Registration Statement or amendments or supplements thereto or any blue sky, NASD or other filing, all financial and other records, all SEC Filings (as defined in the Purchase Agreement) Documents and other filings with the SEC, and all other corporate documents and properties of the Company as may be reasonably necessary for the purpose of such review, and cause the Company's officers, directors and employees, within a reasonable time period, to supply all such information reasonably requested by the Investors or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them), prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investors and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of such the Registration Statement. Except for disclosures to any Investor whose representative or Affiliate occupies a seat or has observation rights with respect to the board of directors of the Company or any of its subsidiaries, the The Company shall not disclose material nonpublic information to the Investors, or to advisors to or representatives of the Investors, unless prior to disclosure of such information the Company identifies such information as being material nonpublic information and provides the Investors, such advisors and representatives with the opportunity to accept or refuse to accept such material nonpublic information for review review. The Company may, as a condition to disclosing any material nonpublic information hereunder, require the Investors' advisors and any Investor wishing representatives to obtain such information enters enter into an appropriate a confidentiality agreement (including an agreement with such advisors and representatives prohibiting them from trading in Common Stock during such period of time as they are in possession of material nonpublic information) in form reasonably satisfactory to the Company with respect theretoand the Investors. Nothing herein shall require the Company to disclose material nonpublic information to the Investors or their advisors or representatives.