Common use of Preparation; Reasonable Investigation Clause in Contracts

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement under the Securities Act pursuant to this Agreement, the Company will give the Holder, in the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agents, if any, and its respective counsel and accountants reasonable access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's and such underwriters' or agents' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 9 contracts

Samples: Common Stock Purchase Warrant (Snyder International Brewing Group LLC), Common Stock Purchase Warrant (Snyder International Brewing Group LLC), Common Stock Purchase Warrant (Snyder International Brewing Group LLC)

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Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act pursuant to this Agreementand each sale of the Shares thereunder, the Company will give the Holder, in Selling Holders and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants reasonable accountants, access to its books financial and records other records, pertinent corporate documents and properties of the Company and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Selling Holders and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 9 contracts

Samples: Registration Rights Agreement (Motorola Inc), Registration Rights Agreement (Freescale Semiconductor Inc), Registration Rights Agreement (Freescale Semiconductor Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering Eligible Securities under the Securities Act pursuant to this AgreementAct, the Company will give the Holder, in Selling Investors and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants accountants, drafts of such registration statement for their review and comment prior to filing and such reasonable and customary access to its books and records and such opportunities to discuss the business of the Company with its officers officers, counsel and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Selling Investors and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 4 contracts

Samples: Registration Rights Agreement (Prime Group Realty Trust), Registration Rights Agreement (Prime Group Realty Trust), Registration Rights Agreement (Vornado Realty Trust)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act pursuant to this Agreementand each sale of the Shares thereunder, the Company Holdings will give the Holder, in Selling Holders and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants reasonable accountants, access to its books financial and records other records, pertinent corporate documents and properties of Holdings and such opportunities to discuss the business of the Company Holdings with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Selling Holders and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (Expressjet Holdings Inc), Registration Rights Agreement (Expressjet Holdings Inc), Registration Rights Agreement (Expressjet Holdings Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering Eligible Securities under the Securities Act pursuant to this AgreementAct, the Company will give the Holder, in Selling Holders and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants accountants, drafts of such registration statement for their review and comment prior to filing and such reasonable and customary access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Selling Holders and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act, subject in all cases to mutually acceptable confidentiality arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (CBL & Associates Properties Inc), Registration Rights Agreement (CBL & Associates Properties Inc), Registration Rights Agreement (CBL & Associates Properties Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act pursuant to this Agreementand each sale of the Shares thereunder, the Company WPX will give the Holder, in Selling Holders and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants reasonable accountants, access to its books financial and records other records, pertinent corporate documents and properties of WPX and such opportunities to discuss the business of the Company WPX with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Selling Holders and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (WPX Energy, Inc.), Registration Rights Agreement (WPX Energy, Inc.)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement Registration Statement registering the Investor Registrable Securities under the Securities Act pursuant to this AgreementAct, the Company will give such Investor and the Holder, in the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants reasonable accountants, drafts of such Registration Statement for their review and comment prior to filing and such access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's such Investor and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Investor Rights Agreement (Silvergate Capital Corp), Investor Rights Agreement (Silvergate Capital Corp)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering Eligible Securities or Other Securities under the Securities Act pursuant to this AgreementAct, the Company will give all Holders and the Holder, in the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants accountants, such reasonable and customary access to its books and records and such opportunities to discuss the business of the Company with its officers directors, officers, employees, counsel and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's any Holder and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (West Teleservices Corp), Registration Rights Agreement (West Gary L)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering Eligible Securities under the Securities Act pursuant to this AgreementAct, the Company will give Investor and the Holder, in the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants accountants, drafts of such registration statement for their review and comment prior to filing and such reasonable and customary access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Investor and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Incidental Registration Rights Agreement (Macerich Co), Incidental Registration Rights Agreement (Macerich Co)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act pursuant to this Agreementand each sale of the Shares thereunder, the Company Propel will give the Holder, in Selling Holders and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants reasonable accountants, access to its books financial and records other records, pertinent corporate documents and properties of Propel and such opportunities to discuss the business of the Company Propel with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Selling Holders and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Propel Inc)

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Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement Registration Statement registering the Investors’ Registrable Securities under the Securities Act pursuant to this AgreementAct, the Company will give such Investors and the Holder, in the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants reasonable accountants, drafts of such Registration Statement for their review and comment prior to filing and such access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's such Investors and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Silvergate Capital Corp)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement Registration Statement registering the Registrable Securities under the Securities Act pursuant to this AgreementAct, the Company will give 2018 Investors and the Holder, in the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsUnderwriters, if any, and its their respective counsel and accountants reasonable accountants, drafts of such Registration Statement for their review and comment prior to filing and such access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's such 2018 Investors and such underwriters' Underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Silvergate Capital Corp)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering Eligible Securities under the Securities Act pursuant to this AgreementAct, the Company will give Investor and the Holder, in the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants accountants, drafts of such registration statement for their review and comment prior to filing and such reasonable and customary access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Investor and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.. ARTICLE

Appears in 1 contract

Samples: Incidental Registration Rights Agreement (Macerich Co)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act pursuant to this Agreementand each sale of the Shares thereunder, the Company will give the Holder, in Selling Holders and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants accountants, such reasonable and customary access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's Selling Holders and such underwriters' underwriters or agents' their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Starwood Hotel & Resorts Worldwide Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering Registrable Securities under the Securities Act pursuant Act, and subject to this Agreementsuch agreements with respect to confidentiality as are reasonable and customary under such circumstances, each of the Company will give parties hereto shall grant the Holder, in other parties and the case of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agentsunderwriters, if any, and its their respective counsel and accountants accountants, such reasonable and customary access after reasonable notice to its books and records and such opportunities to discuss the its business of the Company with its officers and the independent public accountants who have certified its financial statements and perform such other diligence as shall be necessary, in the opinion of the Holder's and such underwriters' or agents' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Investor Agreement (SoftBrands, Inc.)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement under the Securities Act pursuant to this Agreement, the Company will give the Holder, in the case of registration Holders of Registrable Shares pursuant Securities to Section 11(b)be registered under such registration statement, its their underwriters or agents, if any, and its their respective counsel and accountants reasonable access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Holder's such Holders' and such underwriters' or agents' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Employment Agreement (America West Airlines Inc)

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