Common use of Full Access and Disclosure Clause in Contracts

Full Access and Disclosure. The Corporation shall afford to the Purchaser and its counsel, accountants, agents and other authorized representatives and to financial institutions specified by the Purchaser reasonable access during business hours to the Corporation’s plants, properties, books and records in order that the Purchaser may have full opportunity to make such reasonable investigations as it shall desire to make of the affairs of the Corporation. The Corporation shall cause its officers, employees, counsel and auditors to furnish such additional financial and operating data and other information as the Purchaser shall from time to time reasonably request including, without limitation, any internal control recommendations made by its independent auditors in connection with any audit of the Corporation. From time to time prior to the Closing Date, the Corporation shall promptly supplement or amend information previously delivered to the Purchaser with respect to any matter hereafter arising which, if existing or occurring at the date of this Agreement, would have been required to be set forth or disclosed herein; provided, however, that such supplemental information shall not be deemed to be an amendment to any schedule hereto and shall not change the risk allocation of this Agreement between the Purchaser and the Sellers.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Synthesis Energy Systems Inc)

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Full Access and Disclosure. The Corporation shall afford to the Purchaser and its counsel, accountants, agents and other authorized representatives and to financial institutions specified by the Purchaser reasonable access during business hours to the Corporation’s 's plants, properties, books and records in order that the Purchaser may have full opportunity to make such reasonable investigations as it shall desire to make of the affairs of the Corporation. The Corporation shall cause its officers, employees, counsel and auditors to furnish such additional financial and operating data and other information as the Purchaser shall from time to time reasonably request including, without limitation, any internal control recommendations made by its independent auditors in connection with any audit of the Corporation. From time to time prior to the Closing Date, the Corporation shall promptly supplement or amend information previously delivered to the Purchaser with respect to any matter hereafter arising which, if existing or occurring at the date of this Agreement, would have been required to be set forth or disclosed herein; provided, however, that such supplemental information shall not be deemed to be an amendment to any schedule hereto and shall not change the risk allocation of this Agreement between the Purchaser and the Sellers.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Synthesis Energy Systems Inc)

Full Access and Disclosure. The Corporation Purchaser shall afford to the Purchaser Corporation and its counsel, accountants, agents and other authorized representatives and to financial institutions specified by the Purchaser Corporation reasonable access during business hours to the Corporation’s plants, properties, books and records in order that the Purchaser Corporation may have full opportunity to make such reasonable investigations as it shall desire to make of the affairs of the CorporationPurchaser. The Corporation Purchaser shall cause its officers, employees, counsel and auditors to furnish such additional financial and operating data and other information as the Purchaser Corporation shall from time to time reasonably request including, without limitation, any internal control recommendations made by its independent auditors in connection with any audit of the CorporationPurchaser. From time to time prior to the Closing Date, the Corporation Purchaser shall promptly supplement or amend information previously delivered to the Purchaser with respect to any matter hereafter arising which, if existing or occurring at the date of this Agreement, would have been required to be set forth or disclosed herein; provided, however, that such supplemental information shall not be deemed to be an amendment to any schedule hereto and shall not change the risk allocation of this Agreement between the Purchaser and the Sellers.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Synthesis Energy Systems Inc)

Full Access and Disclosure. (a) The Seller and the Corporation shall afford to the Purchaser and its counsel, accountants, agents and other authorized representatives and to financial institutions specified by the Purchaser reasonable access during business hours to the Corporation’s 's plants, properties, books and records in order that the Purchaser may have full opportunity to make such reasonable investigations as it shall desire to make of the affairs of the Corporation. The ; and the Corporation shall cause its officers, employees, counsel employees and auditors to furnish such additional financial and operating data and other information as the Purchaser shall from time to time reasonably request including, without limitation, any internal control recommendations made by its independent auditors in connection with any audit of the Corporation. . (b) From time to time prior to the Closing Date, the Corporation Seller shall promptly supplement or amend information previously delivered to the Purchaser with respect to any matter hereafter arising which, if existing or occurring at the date of this Agreement, would have been required to be set forth or disclosed hereindisclosed; provided, however, that such supplemental information shall not be deemed to be an amendment to any schedule hereto and shall not change the risk allocation of this Agreement between the Purchaser and the Sellersor exhibit hereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Valuevision International Inc)

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Full Access and Disclosure. The Corporation Purchaser shall afford to the Purchaser Corporation and its counsel, accountants, agents and other authorized representatives and to financial institutions specified by the Purchaser Corporation reasonable access during business hours to the Corporation’s 's plants, properties, books and records in order that the Purchaser Corporation may have full opportunity to make such reasonable investigations as it shall desire to make of the affairs of the CorporationPurchaser. The Corporation Purchaser shall cause its officers, employees, counsel and auditors to furnish such additional financial and operating data and other information as the Purchaser Corporation shall from time to time reasonably request including, without limitation, any internal control recommendations made by its independent auditors in connection with any audit of the CorporationPurchaser. From time to time prior to the Closing Date, the Corporation Purchaser shall promptly supplement or amend information previously delivered to the Purchaser with respect to any matter hereafter arising which, if existing or occurring at the date of this Agreement, would have been required to be set forth or disclosed herein; provided, however, that such supplemental information shall not be deemed to be an amendment to any schedule hereto and shall not change the risk allocation of this Agreement between the Purchaser and the Sellers.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Synthesis Energy Systems Inc)

Full Access and Disclosure. The Corporation Corporations shall afford to the Purchaser and its counsel, accountants, agents and other authorized representatives and to financial institutions specified by the Purchaser reasonable access during business hours to the Corporation’s Corporations’ plants, properties, books and records in order that the Purchaser may have full opportunity to make such reasonable investigations as it shall desire to make of the affairs of the CorporationCorporations. The Corporation Corporations shall cause its their officers, employees, counsel and auditors to furnish such additional financial and operating data and other information as the Purchaser shall from time to time reasonably request including, without limitation, any internal control recommendations made by its their independent auditors in connection with any audit of the CorporationCorporations. From time to time prior to the Closing Date, the Corporation Corporations shall promptly supplement or amend information previously delivered to the Purchaser with respect to any matter hereafter arising which, if existing or occurring at the date of this Agreement, would have been required to be set forth or disclosed herein; provided, however, that such supplemental information shall not be deemed to be an amendment to any schedule hereto and shall not change the risk allocation of this Agreement between the Purchaser and the SellersSeller and Xx. Xxxxx.

Appears in 1 contract

Samples: Stock Purchase Agreement (Securus Technologies, Inc.)

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