Common use of Investigation by the Seller Clause in Contracts

Investigation by the Seller. In connection with any matter or circumstance notified by the Purchaser pursuant to Clause 13.1 or 13.2: 13.4.1 the Purchaser shall allow, and shall procure that each Group Entity and the other relevant members of the Purchaser’s Group allow, the Seller and its Representatives to investigate the matter or circumstance alleged to give rise to such claim and whether and to what extent any amount is payable in respect of such claim; and 13.4.2 the Purchaser shall disclose to the Seller all information of which the Purchaser or any other member of the Purchaser’s Group is aware which relates to the claim, and shall procure that all relevant members of the Purchaser’s Group give, subject to their being paid reasonable costs and expenses, all such information and assistance, including access to premises and personnel, and the right to examine and copy or photograph any assets, accounts, documents and records, in each case as the Seller or its Representatives may reasonably request.

Appears in 3 contracts

Samples: Sale and Purchase Agreement (NXP Semiconductors N.V.), Sale and Purchase Agreement (NXP Semiconductors N.V.), Sale and Purchase Agreement (Dover Corp)

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Investigation by the Seller. In connection with any matter or circumstance notified by the Purchaser to the Seller pursuant to Clause 13.1 (Notification of potential claims) or 13.2:Clause 13.2 (Notification of claims): 13.4.1 the Purchaser shall allow, and shall procure that each Group Entity and the other relevant members of (a) the Purchaser’s Group allow, shall allow the Seller and its Representatives and professional advisors to investigate the matter or circumstance alleged to give rise to such claim and whether and to what extent any amount is or may be payable in respect of such claim; and 13.4.2 (b) the Purchaser shall disclose to the Seller all information information, of which the Purchaser or any other member of the Purchaser’s Group is aware which that relates to the claim, and shall procure that all relevant members of the Purchaser’s Group give, subject to their being paid reasonable costs and expenses, give all such information and assistance, including access to premises and personnel, and the right to examine and copy or photograph any assets, accounts, documents and records, in each case as the Seller or its Representatives or professional advisors may reasonably request.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Darling International Inc)

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