Common use of Keeping of Records and Books of Account; Due Diligence Clause in Contracts

Keeping of Records and Books of Account; Due Diligence. (i) The Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit and the dates and VWAP Purchase Share Amount for each VWAP Purchase. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the Company’s right to deliver to the Investor any VWAP Purchase Notice or the settlement thereof except to the extent expressly contemplated by this Agreement.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Lionheart Acquisition Corp. II), Common Stock Purchase Agreement (Delwinds Insurance Acquisition Corp.), Common Stock Purchase Agreement (Wejo Group LTD)

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Keeping of Records and Books of Account; Due Diligence. (i) The Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit and the dates and VWAP Purchase Share Amount for each VWAP Purchase. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the Company’s right to deliver Commencement or to the Investor Investor’s obligation to accept any VWAP Purchase Notice or timely delivered by the settlement thereof except Company to the extent expressly contemplated by Investor in accordance with this Agreement.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (PishPosh, Inc.), Common Stock Purchase Agreement (Boxed, Inc.), Common Stock Purchase Agreement (Cinedigm Corp.)

Keeping of Records and Books of Account; Due Diligence. (i) The Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit Commitment and the dates date and VWAP Purchase Share Amount for each VWAP Purchase. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the CompanyCommencement or to the Investor’s right obligation to deliver accept each VWAP Purchase Notice timely delivered by the Company to the Investor any VWAP Purchase Notice or the settlement thereof except to the extent expressly contemplated by in accordance with this Agreement.

Appears in 2 contracts

Samples: Ordinary Share Purchase Agreement (Blue Ocean Acquisition Corp), Ordinary Share Purchase Agreement (TNL Mediagene)

Keeping of Records and Books of Account; Due Diligence. (i) The During the Investment Period, the Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit and the dates and VWAP Purchase Share Amount for each VWAP PurchasePurchase pursuant to this Agreement. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the Company’s right to deliver Commencement or to the Investor any Investor’s obligation to accept a VWAP Purchase Notice or the settlement thereof except timely delivered by the Company to the extent expressly contemplated by Investor in accordance with this Agreement.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Thunder Power Holdings, Inc.)

Keeping of Records and Books of Account; Due Diligence. (i) The Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit Limit, and the dates and VWAP Purchase Share Amount for each VWAP Purchase. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the CompanyCommencement or to the Investor’s right obligation to deliver accept each VWAP Purchase Notice timely delivered by the Company to the Investor any VWAP Purchase Notice or the settlement thereof except to the extent expressly contemplated by in accordance with this Agreement.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Signing Day Sports, Inc.)

Keeping of Records and Books of Account; Due Diligence. (i) The During the Investment Period, the Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit and the dates and VWAP Purchase Share Amount for each VWAP PurchasePurchase pursuant to this Agreement. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the Company’s right to deliver Commencement or to the Investor any Investor’s obligation to accept a VWAP Purchase Notice or the settlement thereof except timely delivered by the Company to the extent expressly contemplated by Investor in accordance with this Agreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Lilium N.V.)

Keeping of Records and Books of Account; Due Diligence. (ia) The Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit and the dates and VWAP Purchase Share Amount for each VWAP Purchase. (iib) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the Company’s right to deliver to the Investor any VWAP Purchase Notice or the settlement thereof except to the extent expressly contemplated by this Agreement.

Appears in 1 contract

Samples: Chef Purchase Agreement (Senti Biosciences, Inc.)

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Keeping of Records and Books of Account; Due Diligence. (i) The During the Investment Period, the Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit and the dates and VWAP Purchase Share Amount for each VWAP Purchase. Purchase pursuant to this Agreement. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the Company’s right to deliver Commencement or to the Investor any Investor’s obligation to accept a VWAP Purchase Notice or the settlement thereof except timely delivered by the Company to the extent expressly contemplated by Investor in accordance with this Agreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Arrival)

Keeping of Records and Books of Account; Due Diligence. (i) The During the Investment Period, the Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit Commitment and the dates and VWAP Purchase Share ADS Amount for each VWAP PurchasePurchase pursuant to this Agreement. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the Company’s right to deliver Commencement or to the Investor any Investor’s obligation to accept a VWAP Purchase Notice or the settlement thereof except timely delivered by the Company to the extent expressly contemplated by Investor in accordance with this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Lotus Technology Inc.)

Keeping of Records and Books of Account; Due Diligence. (i) The Investor and the Company shall each maintain records showing the remaining Total Commitment, the remaining Aggregate Limit and the dates and VWAP Purchase Share Amount for each VWAP Purchase. (ii) Subject to the requirements of Section 6.12, from time to time from and after the Closing Date, the Company shall make available for inspection and review by the Investor during normal business hours and after reasonable notice, customary documentation reasonably requested by the Investor and/or its appointed counsel or advisors to conduct due diligence; provided, however, that after the Closing Date, the Investor’s continued due diligence shall not be a condition precedent to the CompanyCommencement or to the Investor’s right obligation to deliver accept any Purchase Notice timely delivered by the Company to the Investor any VWAP Purchase Notice or the settlement thereof except to the extent expressly contemplated by in accordance with this Agreement.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Crown Electrokinetics Corp.)

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