Purchaser’s Access and Inspection Sample Clauses

Purchaser’s Access and Inspection. Subject to the Purchaser's confidentiality obligations set forth below and in the Confidentiality Agreement dated effective September 30, 2007 between Purchaser and Metal Resources, each of Metal Resources and the Company shall provide Purchaser and its authorized representatives reasonable access during normal business hours from and after the date hereof until the Closing to the Company and the books and records of the Company, the employees of the Company set forth on Schedule 2.1(a) and the customers and suppliers of the Company set forth on Schedule 2.1(b), for the purpose of making such investigation as Purchaser may desire, including, without limitation, having surveys and environmental studies made of the Company's Real Property, as such term is defined in Section 3.10(a) below, which shall be limited to a Phase I environmental site assessment, and Metal Resources and the Company shall furnish Purchaser such other information concerning the Company or the Business as Purchaser may reasonably request. Purchaser will bear the cost of conducting the Phase I environmental site assessment or any environmental due diligence and, at the request of Sellers, will provide Metal Resources and Sellers with copies of all written environmental reports received by Purchaser. Such reports and analysis shall be kept confidential by the parties hereto and not disclosed to any person, firm, entity, agency or regulatory body (a) by Purchaser prior to the consummation of the Offering without the prior written consent of Sellers, which consent shall not be unreasonably withheld; provided, however, that Purchaser shall be entitled to disclose such reports and analysis or a summary thereof to prospective sources of financing or in filings with any Governmental Authority required to be made in connection with the Offering, or (b) by Sellers thereafter without the prior written consent of Purchaser, which consent shall not be unreasonably withheld. The reporting of any findings in the environmental reports or analysis required by Law to be disclosed to any agency or regulatory body shall be the sole responsibility of Metal Resources and the Company until the sale of the Interests shall have been consummated at the Closing and thereafter shall be the sole responsibility of Purchaser.
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Purchaser’s Access and Inspection. Seller shall provide Purchaser and its authorized representatives full access during normal business hours from and after the date hereof until the Closing to the Purchased Assets and the books and records of Seller relating to Seller's Business for the purpose of making such investigation as Purchaser may desire, and Seller shall furnish Purchaser such information concerning Seller's Business or the Purchased Assets as Purchaser may request. Seller shall assist Purchaser in making such investigation and shall cause its counsel, accountants, engineers, consultants and other non-employee representatives to be reasonably available to Purchaser for such purposes. No investigation made heretofore or hereafter by Purchaser shall limit or affect the representations, warranties, covenants and indemnities of Seller and the Shareholders hereunder, each of which shall survive any such investigation.
Sample 1
Purchaser’s Access and Inspection. Seller shall cause Companies to provide Purchaser and its Representatives with full access during normal business hours from and after the date hereof until the Closing to all of the assets, properties and businesses of Companies and the books and records of Companies, and to furnish such information concerning the business and affairs of Companies as may exist from time to time as may be reasonably requested, in each case for the purpose of making such continuing investigation of Companies and their businesses as Purchaser may reasonably desire. Seller shall cause Companies to cause their Representatives to assist Purchaser and its Representatives in such continuing investigation and shall cause the Representatives of Companies to be reasonably available to Purchaser and its Representatives in connection with their continuing investigation. Except in connection with the sale of Southland Medical Supplies, Inc., a Tennessee corporation, and Southeastern Medical Supplies Management, Inc., a Tennessee corporation, Companies shall not provide any other Person with similar access or information between the date hereof and any termination or expiration of this Agreement. No investigation made heretofore or hereafter by or on behalf of Purchaser shall limit or affect in any way the representations, warranties, covenants, agreements and indemnities of Seller hereunder, each of which shall survive any such investigation.
Sample 1
Purchaser’s Access and Inspection. Upon the Purchaser’s reasonable request, SHOC and April shall provide the Purchaser and its authorized representatives full access during normal business hours from and after the date hereof until the Closing to the Included Assets and the April Assets and the books and records of SHOC and April relating to SHOC’s Business for the purpose of making such investigation as the Purchaser may desire, and the Principals and SHOC shall furnish the Purchaser such information concerning SHOC’s Business and April’s Business or the Included Assets and the April Assets as the Purchaser may request. The Principals, SHOC and April shall assist the Purchaser in making such investigation and shall cause its counsel, accountants, engineers, consultants and other non-employee representatives to be reasonably available to the Purchaser for such purposes.
Sample 1
Purchaser’s Access and Inspection. Subject to Purchaser’s confidentiality obligations set forth below in this Section 2.1 and in the Confidentiality Agreement dated March 19, 2013 between Purchaser Guarantor and Seller Guarantor (the “Confidentiality Agreement”), Seller and each Company shall provide Purchaser its financing sources and their respective accountants, counsel and other representatives (collectively the “Permitted Parties”) reasonable access during normal business hours from and after the date hereof until the Closing to the Companies and their respective facilities, equipment and other properties, books and records, Contracts, commitments, Tax Returns (if any) and employees of the Companies designated by each respective Company, and shall furnish the Permitted Parties with all financial and operating data and other information currently in Seller’s (or the Companies’) possession concerning either Company or the Business as Purchaser may reasonably request, for the purpose of making such investigation as Purchaser may desire. Any reports and analysis obtained or created by Purchaser shall be kept confidential by Purchaser and not disclosed to any Person, or Governmental Authority (other than to an authorized representative of a Permitted Party) without the prior written consent of Seller, which consent shall not be unreasonably withheld, delayed or conditioned.
Sample 1

Related to Purchaser’s Access and Inspection

  • Access and Inspection 3.7.1 To allow the Landlord (or any Superior Landlord) their agent or any professional adviser, or contractor authorised by the Landlord or the Landlord’s Agent to enter the Property with or without workmen and with all necessary equipment. Other than in the case of an Emergency, the Landlord shall give the Tenant not less than 24 hours' written notice. The Tenant is only required to allow such access for the following: • the Tenant has not complied with a written notice under the Terms of this Agreement and the Landlord wishes to enter the Property in accordance with these Terms. • the Landlord seeks to carry out work for which the Landlord is responsible • the Landlord wishes to inspect the Property • to enable the Landlord or the Landlord’s Agent to comply with statute • Any gas safety or electrical safety checks • Where the Property shall have working Chimney(s) to permit the Landlord’s contractor to attend and sweep the chimney(s) at least every 12 months or more frequently as reasonably considered necessary whether or not the Tenant shall have used such chimney(s) 3.7.2 At any point in the Tenancy, allow access to the Property to the Landlord’s Agent and any estate or letting agents together with any prospective buyer, mortgagee, their surveyors or future Tenant at all reasonable times during normal working hours of the Landlord’s Agent upon giving 24 hours written notice made by any person who is or is acting on behalf of a prospective purchaser or Tenant of the Property and who is authorised by the Landlord or the Landlord’s Agent to view the Property. 3.7.3 At any point in the Tenancy, permit the Landlord’s Agents or any estate agents’ notices or boards to be affixed to the Property. 3.7.4 Where the Property or any equipment at the Property is covered by a service contract or warranty, where required by the Landlord or Agent, the Tenant will arrange appointments direct with the service contract provider and the Tenant will attend all and any visits required.

  • Visits and Inspections Permit representatives of the Administrative Agent or any Lender, from time to time upon reasonable prior notice to visit and inspect its properties; inspect and make extracts from its books, records and files, including, but not limited to, management letters prepared by independent accountants; and discuss with its principal officers, and its independent accountants, its business, assets, liabilities, financial condition, results of operations and business prospects.

  • Tests and Inspections § 15.5.1 Tests, inspections and approvals of portions of the Work shall be made as required by the Design-Build Documents and by applicable laws, statutes, ordinances, codes, rules and regulations or lawful orders of public authorities. Unless otherwise provided, the Design-Builder shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Design-Builder shall give the Owner timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedures. The Owner shall bear costs of (1) tests, inspections or approvals that do not become requirements until after bids are received or negotiations concluded, and (2) tests, inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Design-Builder. § 15.5.2 If the Owner determines that portions of the Work require additional testing, inspection or approval not included under Section 15.5.1, the Owner will instruct the Design-Builder to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Design-Builder shall give timely notice to the Owner of when and where tests and inspections are to be made so that the Owner may be present for such procedures. Such costs, except as provided in Section 15.5.3, shall be at the Owner’s expense. § 15.5.3 If such procedures for testing, inspection or approval under Sections 15.5.1 and 15.5.2 reveal failure of the portions of the Work to comply with requirements established by the Design-Build Documents, all costs made necessary by such failure shall be at the Design-Builder’s expense. § 15.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Design-Build Documents, be secured by the Design-Builder and promptly delivered to the Owner. § 15.5.5 If the Owner is to observe tests, inspections or approvals required by the Design-Build Documents, the Owner will do so promptly and, where practicable, at the normal place of testing. § 15.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work.

  • Audits and Inspections At any time during normal business hours and as often as the City may deem necessary, Service Provider shall make available to the City for the City’s examination all of Service Provider’s records and documents with respect to all matters covered by this Agreement and, furthermore, Service Provider will permit the City to audit, examine and make copies, excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement.

  • Maintaining Records; Access to Properties and Inspections Maintain financial records in accordance with GAAP and, upon reasonable notice, permit any representatives designated by the Administrative Agent or any Lender to visit and inspect the financial records and the properties of the Borrower or any Significant Subsidiary during normal business hours and to discuss the affairs, finances and condition of the Borrower or any Significant Subsidiary with the officers thereof and independent accountants therefor.

  • TESTING AND INSPECTION 6.1 Pre-Commercial Operation Date Testing and Modifications.

  • Equipment Testing and Inspection 2.1.1 The Interconnection Customer shall test and inspect its Small Generating Facility and Interconnection Facilities prior to interconnection. The Interconnection Customer shall notify the NYISO and the Connecting Transmission Owner of such activities no fewer than five Business Days (or as may be agreed to by the Parties) prior to such testing and inspection. Testing and inspection shall occur on a Business Day. The Connecting Transmission Owner may, at its own expense, send qualified personnel to the Small Generating Facility site to inspect the interconnection and observe the testing. The Interconnection Customer shall provide the NYISO and Connecting Transmission Owner a written test report when such testing and inspection is completed. The Small Generating Facility may not commence parallel operations if the NYISO, in consultation with the Connecting Transmission Owner, finds that the Small Generating Facility has not been installed as agreed upon or may not be operated in a safe and reliable manner. 2.1.2 The NYISO and Connecting Transmission Owner shall each provide the Interconnection Customer written acknowledgment that it has received the Interconnection Customer’s written test report. Such written acknowledgment shall not be deemed to be or construed as any representation, assurance, guarantee, or warranty by the NYISO or Connecting Transmission Owner of the safety, durability, suitability, or reliability of the Small Generating Facility or any associated control, protective, and safety devices owned or controlled by the Interconnection Customer or the quality of power produced by the Small Generating Facility.

  • RECORDS AND INSPECTIONS Consultant shall maintain full and accurate records with respect to all matters covered under this Agreement for a period of three years after the expiration or termination of this Agreement. City shall have the right to access and examine such records, without charge, during normal business hours. City shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

  • ENTRY AND INSPECTION Lessee shall permit Lessor or Lessor's agents to enter upon the premises at reasonable times and upon reasonable notice, for the purpose of inspecting the same, and will permit Lessor at any time within sixty (60) days prior to the expiration of this lease, to place upon the premises any usual "To Let" or "For Lease" signs, and permit persons desiring to lease the same to inspect the premises thereafter.

  • Audit and Inspection Rights Alberta Innovates shall be entitled at any time and from time to time during the Term and the Retention Period, upon reasonable prior Notice to the Applicant, to have its authorized agents attend at the Applicant's premises or at the location where the Project is being carried out, to: (a) audit or examine the Records ("Audit"); and/or (b) inspect the premises and assets pertaining to the Project ("Inspection"); to assess whether the Applicant has been and is complying with this Investment Agreement. The costs of any Audit or Inspection shall be paid by Alberta Innovates unless such Audit or Inspection reveals a Default or a failure by the Applicant to maintain proper Records or comply with this Investment Agreement, in which case the costs shall be paid by the Applicant. The Applicant shall provide Alberta Innovates’ authorized agents with all such assistance as may be reasonably required during such Audit or Inspection, Including making and providing Alberta Innovates with copies of any Records as requested by Alberta Innovates. For clarity, such right of Audit and Inspection shall be limited to the purpose of ascertaining whether this Investment Agreement has been complied with, and Alberta Innovates will not have any general right to obtain custody or copies of the records of the Applicant except as contemplated by this Section.

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