Further Assurances and Cooperation. (a) The parties agree to (i) furnish to one another other such further information, (ii) execute and deliver to one another such further documents and (iii) do such other acts and things that any party reasonably requests for the purpose of carrying out the intent of this Agreement and the documents and instruments referred to in this Agreement. The parties acknowledge that TJC may be required to conduct audits of the financial statements of the businesses operated using the Acquired Assets, and the Seller and the Shareholders agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders to assist TJC and its representatives in conducting such audits. For 45 days following the Closing, Seller and each Shareholder shall provide to TJC such assistances as TJC reasonably requests to help ensure a smooth and orderly transition of ownership of the Subject Franchises. (b) The parties acknowledge that TJC may be required by applicable laws and regulations to include financial statements and information relating to the Subject Franchises in TJC’s financial statements, and TJC may be required to perform audits of the Subject Franchises’ financial statements. Accordingly, the Seller and the Shareholders agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders to assist TJC and its representatives in obtaining such financial statements, conforming such financial statements to applicable accounting standards and conducting such audits (Seller’s and the Shareholders’ “Section 25(b) Duties”). Such information includes, but is not limited to, the financial books, records and work papers of Seller. The Note shall secure Seller’s and the Shareholders’ performance of their Section 25(b)
Appears in 2 contracts
Samples: Asset and Franchise Purchase Agreement (JOINT Corp), Asset and Franchise Purchase Agreement (JOINT Corp)
Further Assurances and Cooperation. (a) The parties agree to (i) furnish to one another other such further information, (ii) execute and deliver to one another such further documents and (iii) do such other acts and things that any party reasonably requests for the purpose of carrying out the intent of this Agreement and the documents and instruments referred to in this Agreement. The parties Parties acknowledge that TJC may be required to conduct audits of the financial statements of the businesses operated using the Acquired Assets, and the Seller and the Shareholders Shareholder agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in conducting such audits. For 45 forty-five (45) days following the Closing, Seller and each Shareholder shall provide to TJC such assistances as TJC reasonably requests to help ensure a smooth and orderly transition of ownership of the Subject Franchises.
(b) The parties Parties acknowledge that TJC may be required by applicable laws and regulations to include financial statements and information relating to the Subject Franchises in TJC’s financial statements, and TJC may be required to perform audits of the Subject Franchises’ financial statements. Accordingly, the Seller and the Shareholders Shareholder agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in obtaining such financial statements, conforming such financial statements to applicable accounting standards and conducting such audits (Seller’s and the Shareholders’ Shareholder’s “Section 25(b) Duties”). Such information includes, but is not limited to, the financial books, records and work papers of Seller. The Note shall secure Seller’s and the Shareholders’ performance of their Section 25(b).
Appears in 2 contracts
Samples: Asset and Franchise Agreement Purchase Agreement (JOINT Corp), Asset and Franchise Agreement Purchase Agreement (JOINT Corp)
Further Assurances and Cooperation. (a) The parties agree to (i) furnish to one another other such further information, (ii) execute and deliver to one another such further documents and (iii) do such other acts and things that any party reasonably requests for the purpose of carrying out the intent of this Agreement and the documents and instruments referred to in this Agreement. The parties Parties acknowledge that TJC may be required to conduct audits of the financial statements of the businesses operated using the Acquired Assets, and the Seller and the Shareholders Shareholder agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in conducting such audits. For 45 forty-five (45) days following the Closing, Seller and each Shareholder shall provide to TJC such assistances as TJC reasonably requests to help ensure a smooth and orderly transition of ownership of the Subject FranchisesFranchise.
(b) The parties Parties acknowledge that TJC may be required by applicable laws and regulations to include financial statements and information relating to the Subject Franchises Franchise in TJC’s financial statements, and TJC may be required to perform audits of the Subject Franchises’ Franchise’s financial statements. Accordingly, the Seller and the Shareholders Shareholder agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in obtaining such financial statements, conforming such financial statements to applicable accounting standards and conducting such audits (Seller’s and the Shareholders’ Shareholder’s “Section 25(b) Duties”). Such information includes, but is not limited to, the financial books, records and work papers of Seller. The Note shall secure Seller’s and the Shareholders’ performance of their Section 25(b).
Appears in 2 contracts
Samples: Asset and Franchise Agreement Purchase Agreement (JOINT Corp), Asset and Franchise Agreement Purchase Agreement (JOINT Corp)
Further Assurances and Cooperation. (a) The parties agree to (i) furnish to one another other such further information, (ii) execute and deliver to one another such further documents and (iii) do such other acts and things that any party reasonably requests for the purpose of carrying out the intent of this Agreement and the documents and instruments referred to in this Agreement. The parties acknowledge that TJC may be required to conduct audits of the financial statements of the businesses operated using the Acquired Assets, and the Seller and the Shareholders Shareholder agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in conducting such audits. For 45 forty-five (45) days following the Closing, Seller and each Shareholder shall provide to TJC such assistances as TJC reasonably requests to help ensure a smooth and orderly transition of ownership of the Subject Franchises.
(b) The parties acknowledge that TJC may be required by applicable laws and regulations to include financial statements and information relating to the Subject Franchises in TJC’s financial statements, and TJC may be required to perform audits of the Subject Franchises’ financial statements. Accordingly, the Seller and the Shareholders Shareholder agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in obtaining such financial statements, conforming such financial statements to applicable accounting standards and conducting such audits (Seller’s and the Shareholders’ Shareholder’s “Section 25(b) Duties”). Such information includes, but is not limited to, the financial books, records and work papers of Seller. The Note shall secure Seller’s and the Shareholders’ Shareholder’s performance of their Section 25(b)
Appears in 1 contract
Samples: Asset and Franchise Purchase Agreement (JOINT Corp)
Further Assurances and Cooperation. (a) The parties agree to (i) furnish to one another other such further information, (ii) execute and deliver to one another such further documents and (iii) do such other acts and things that any party reasonably requests for the purpose of carrying out the intent of this Agreement and the documents and instruments referred to in this Agreement. The parties acknowledge that TJC may be required to conduct audits of the financial statements of the businesses operated using the Acquired Assets, and the Seller and the Shareholders Members agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Members to assist TJC and its representatives in conducting such audits. For 45 days following the Closing, Seller and each Shareholder Member shall provide to TJC RJC such assistances as TJC reasonably requests to help ensure a smooth and orderly transition of ownership of the Subject Franchises.
(b) The parties acknowledge that TJC may be required by applicable laws and regulations to include financial statements and information relating to the Subject Franchises in TJC’s financial statements, and TJC may be required to perform audits of the Subject Franchises’ financial statements. Accordingly, the Seller and the Shareholders Members agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Members to assist TJC and its representatives in obtaining such financial statements, conforming such financial statements to applicable accounting standards and conducting such audits (Seller’s and the ShareholdersMembers’ “Section 25(b) Duties”). Such information includes, but is not limited to, the financial books, records and work papers of Seller. The Note shall secure Seller’s and the ShareholdersMembers’ performance of their Section 25(b)
Appears in 1 contract
Samples: Asset and Franchise Purchase Agreement (JOINT Corp)
Further Assurances and Cooperation. (a) The parties agree to (i) furnish to one another other such further information, (ii) execute and deliver to one another such further documents and (iii) do such other acts and things that any party reasonably requests for the purpose of carrying out the intent of this Agreement and the documents and instruments referred to in this Agreement. The parties acknowledge that TJC may be required to conduct audits of the financial statements of the businesses operated using the Acquired Assets, and the Seller and the Shareholders Shareholder agree to cooperate with TJC and to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in conducting such audits. For 45 days following the Closing, Seller and each the Shareholder shall provide to TJC such assistances as TJC reasonably requests to help ensure a smooth and orderly transition of ownership of the Subject Franchises.
(b) The parties acknowledge that TJC may be required by applicable laws and regulations to include financial statements and information relating to the Subject Franchises in TJC’s financial statements, and TJC may be required to perform audits of the Subject Franchises’ financial statements. Accordingly, the Seller and the Shareholders Shareholder agree to cooperate with TJC and to use timely and commercially reasonable efforts to provide it with any information reasonably available to the Seller and the Shareholders Shareholder to assist TJC and its representatives in obtaining such financial statements, conforming such financial statements to applicable accounting standards and conducting such audits (Seller’s and the Shareholders’ Shareholder’s “Section 25(b) Duties”). Such information includes, but is not limited to, the financial books, records and work papers of Seller. The Note shall secure Seller’s and the Shareholders’ Shareholder’s performance of their Section 25(b)
Appears in 1 contract
Samples: Asset and Franchise Purchase Agreement (JOINT Corp)