Evaluation of Business Sample Clauses

Evaluation of Business. Buyer has made its ohm evaluation of the Business and the GCSI Shares based upon information determined by Buyer to be sufficiently complete and reliable for such purposes.
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Evaluation of Business. In addition to Buyer’s inspection of the documents provided by Seller pursuant to Section 5.5 below, Buyer, and its agents and accountants, shall have the right, upon forty-eight (48) hours’ prior email or telephonic notice to Xxxx Xxxx on behalf of Sellers and during regular business hours, to inspect and examine all business and service records, tenant files, leases, service agreements, accounts receivable, and Joint Escrow Instructions accounts payable, books and records of account, computer records and all other such documents relating to the management, operation, income and expense of each Property for the last two (2) full calendar years plus the current calendar year to date to the extent available and in Sellers’ possession. Buyer shall have the right to make photocopies of all records and documents at Buyer’s expense. Buyer will use any such information supplied by Sellers solely to evaluate the business conducted from each Property. In the event that this transaction does not close for any reason, other than Sellers’ default, Buyer will return to Sellers all documents that Buyer has obtained from Sellers, including the items provided pursuant to Section 5.5 below and copies of all reports and investigations undertaken by Buyer.
Evaluation of Business. In addition to Purchaser’s inspection of the documents provided by Seller pursuant to Section 5, Purchaser, and its agents and accountants, shall have the right, after prior notice to Seller, at reasonable times and during regular business hours, to inspect and examine all business and service records, tenant files, leases, accounts receivable, accounts payable, books and records of account, computer records, bank deposit receipts and all other such documents relating to the management, operation, income and expense of the Property for the last three (3) years. Purchaser shall have the right to make photocopies of all records and documents at Purchaser’s expense. Purchaser will use any such information supplied by Seller solely to evaluate the business conducted from the Property and will keep the information confidential, except to the extent Purchaser may be required to disclose such information under applicable laws. In the event that this transaction does not close for any reason, Purchaser will return to Seller all documents that Purchaser has obtained from Seller pursuant to Section 5.
Evaluation of Business. The Buyer acknowledges that Seller makes or has made only the representations and warranties expressly set forth in Article III and any certificates delivered by or on behalf of Seller pursuant to Article VII. In particular, and without limiting the generality of the foregoing, the Buyer acknowledges that no representation or warranty is made with respect to any financial projections or in any management presentations and accompanying materials.
Evaluation of Business. In addition to Purchaser’s inspection of the Documents provided by or made available by Sellers pursuant to Section 6, Purchaser, and its agents and accountants, shall have the right, during regular business hours and upon not less than three (3) business days prior written notice, to inspect and examine all business and service records, Tenant files, Leases, accounts receivable, accounts payable, books and records of account, computer records, bank deposit receipts, Ground Leases, and Third Party Loan Documents, and all other such documents relating to the management, operation, income and expense of each Property for all of 2004 and all subsequent months to date. Purchaser shall have the right to make photocopies of all records and documents at Purchaser’s sole cost and expense. Purchaser will use any such information made available by Sellers solely to evaluate the business conducted from the Property and acknowledges that all such information shall be subject to the terms and conditions of Section 24, below. Purchaser shall also have the right to seek commercially reasonable estoppel certificates and commercially reasonable non-disturbance and attornment agreements from each non-self storage tenant and from the lessor of each Ground Lease; provided, however, that any estoppel from the lessor under the Ground Lease shall be in the form attached hereto as Exhibit “E” and any estoppel from each non-self storage tenant shall be subject to the prior approval of Sellers, which approval shall not be unreasonably withheld, conditioned or delayed. In the event that this transaction does not close for any reason, other than the default of any Seller, Purchaser will return and/or deliver to Sellers, at no cost to Sellers, all Documents and reports, studies, surveys or other materials that Purchaser has obtained from Sellers or any other source, including the items provided pursuant to Section 6.
Evaluation of Business. In addition to Acquiror’s inspection of the documents provided by Contributor pursuant to Section 5, during the Due Diligence Period, Acquiror, and its agents and accountants, shall have the right to inspect and examine all non-privileged, non-confidential business and service records, tenant files, leases, service agreements, accounts receivable, accounts payable, books and records of account, computer records, bank deposit receipts and all other such documents relating to the management, operation, income and expense of the Property, including, but not limited to, the Third Party Loan Documents. Acquiror shall have the right to make photocopies of all records and documents at Acquiror’s expense. Acquiror will use any such information supplied by Contributor solely to evaluate the business conducted from each Property. In the event that this transaction does not close for any reason Acquiror will return to Contributor all documents that Acquiror has obtained from Contributor, including the items provided pursuant to Section 5.
Evaluation of Business. In addition to Purchaser’s inspection of the documents provided by Sellers pursuant to Section 4, Purchaser, and its agents, shall have the right during the Due Diligence Period, during regular business hours, to inspect and examine all business and service records, tenant files, leases, accounts receivable, accounts payable, books and records of account, and all other such documents relating to the management, operation, income and expense of each Property that are currently in Seller’s possession. In no event shall Seller be required to produce or create any documentation not currently in existence or in Seller’s possession and control. Purchaser shall have the right to make photocopies of all records and documents at Purchaser’s expense. Purchaser will use any such information supplied by Sellers solely to evaluate the business conducted from the Properties.
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Evaluation of Business. In addition to Buyer’s inspection of the documents provided by Seller pursuant to Section 5.5 below, Buyer, and its agents and accountants, shall have the right, upon forty-eight (48) hours’ prior email or telephonic notice to Xxxx Xxxx on behalf of Sellers and during regular business hours, to inspect and examine all business and service records, tenant files, leases, service agreements, accounts receivable, 9 Purchase and Sale Agreement and Joint Escrow Instructions accounts payable, books and records of account, computer records and all other such documents relating to the management, operation, income and expense of each Property for the last two (2) full calendar years plus the current calendar year to date to the extent available and in Sellers’ possession. Buyer shall have the right to make photocopies of all records and documents at Buyer’s expense. Buyer will use any such information supplied by Sellers solely to evaluate the business conducted from each Property. In the event that this transaction does not close for any reason, other than Sellers’ default, Buyer will return to Sellers all documents that Buyer has obtained from Sellers, including the items provided pursuant to Section 5.5 below and copies of all reports and investigations undertaken by Buyer.

Related to Evaluation of Business

  • Operation of Business Each of Borrower and its Subsidiaries possesses all licenses, permits, consents, authorizations, franchises, patents, copyrights, trademarks, and trade names, or rights thereto, necessary to conduct its respective businesses substantially as now conducted and as presently proposed to be conducted, and neither Borrower nor any of its Subsidiaries is in violation of any valid rights of others with respect to any of the foregoing which could result in a Material Adverse Event.

  • Cessation of Business Any Obligor suspends or ceases to carry on (or threatens to suspend or cease to carry on) all or a material part of its business.

  • Termination of Business if Borrower ceases any material portion of its business operations as presently conducted; or

  • Continuity of Business (a) Seller will maintain a disaster recovery plan in support of the services it performs pursuant to this Sale Supplement and each Deferred Servicing Agreement. Seller’s disaster recovery plan shall include, at a minimum, procedures for back-up/restoration of operating and loan administration computer systems; procedures and third-party agreements for replacement equipment (e.g. computer equipment), and procedures and third-party agreements for off-site production facilities. Seller will provide Purchaser information regarding its disaster recovery plan upon Purchaser’s reasonable request. Seller agrees to annually test its disaster recovery plan to ensure compliance with this Section 6.9. If such test results identify a material failure, Seller shall advise Purchaser of the steps Seller will be taking to remedy such failure and shall notify Purchaser when Seller has remedied such failure and retested. Seller will notify Purchaser anytime Seller’s disaster recovery plan is activated. In the event of an activation of the disaster recovery plan, Seller shall use best efforts to provide redundancy capabilities for a majority of the critical systems within 48 hours in at least one of Seller’s other servicing facilities unaffected by the disaster to ensure servicing of the Mortgage Loans will be re-established within such 48 hours.

  • Protection of Business During the Employment Period and until the first anniversary of Executive's Date of Termination (but only in the event Executive is terminated by the Company for Cause or Executive terminates employment without Good Reason), the Executive will not (i) engage, anywhere within the geographical areas in which the Company or any of its Affiliates (the "Designated Entities") are conducting their business operations or providing services as of the Date of Termination, in any business which is being engaged in by the Designated Entities as of the Date of Termination or pursue or attempt to develop any project known to Executive and which the Designated Entities are pursuing, developing or attempting to develop as of the Date of Termination, unless such project has been inactive for over nine (9) months (a "Project"), directly or indirectly, alone, in association with or as a shareholder, principal, agent, partner, officer, director, employee or consultant of any other organization, (ii) divert to any entity which is engaged in any business conducted by the Designated Entities in the same geographic area as the Designated Entities, any Project or any customer of any of the Designated Entities, or (iii) solicit any officer, employee (other than secretarial staff) or consultant of any of the Designated Entities to leave the employ of any of the Designated Entities. Notwithstanding the preceding sentence, Executive shall not be prohibited from owning less than three (3%) percent of any publicly traded corporation, whether or not such corporation is in competition with the Company, and Executive shall not be prohibited from owning equity securities of, and acting as an officer and director of, Legacy. If, at any time, the provisions of this Section 10(c) shall be determined to be invalid or unenforceable, by reason of being vague or unreasonable as to area, duration or scope of activity, this Section 10(c) shall be considered divisible and shall become and be immediately amended to only such area, duration and scope of activity as shall be determined to be reasonable and enforceable by the court or other body having jurisdiction over the matter; and Executive agrees that this Section 10(c) as so amended shall be valid and binding as though any invalid or unenforceable provision had not been included herein.

  • Preservation of Business The Seller will keep its business and properties substantially intact, including its present operations, physical facilities, working conditions, and relationships with lessors, licensors, suppliers, customers, and employees.

  • Suspension of Business Suspend or go out of a substantial portion of its business.

  • Termination of Business Relationship If the Optionee's Business Relationship with the Company and all Related Corporations is terminated, other than by reason of death, disability or dissolution as defined in Section 5, no further installments of this option shall become exercisable, and this option shall terminate (and may no longer be exercised) after the passage of 90 days from the date the Business Relationship ceases, but in no event later than the scheduled expiration date. In such a case, the Optionee's only rights hereunder shall be those which are properly exercised before the termination of this option.

  • Management of Business No Limited Partner or Assignee (other than the General Partner, any of its Affiliates or any officer, director, employee, partner, agent or trustee of the General Partner, the Partnership or any of their Affiliates, in their capacity as such) shall take part in the operations, management or control (within the meaning of the Act) of the Partnership’s business, transact any business in the Partnership’s name or have the power to sign documents for or otherwise bind the Partnership. The transaction of any such business by the General Partner, any of its Affiliates or any officer, director, employee, partner, agent or trustee of the General Partner, the Partnership or any of their Affiliates, in their capacity as such, shall not affect, impair or eliminate the limitations on the liability of the Limited Partners or Assignees under this Agreement.

  • Changes in Nature of Business Parent will not, and will not permit any of its Subsidiaries to, engage to any material extent in any business other than those businesses conducted by the Parent and its Subsidiaries on the date hereof or any business reasonably related or incidental thereto or representing a reasonable expansion thereof.

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