Reasonable Access; Confidentiality. (a) From the date hereof until the Closing, the Company shall, and Seller shall ensure that the Company shall, give Buyer and its representatives (including its lenders or other sources of financing) reasonable access to the assets, properties, books, records and agreements of the Company, shall permit Buyer to make such inspections as it may reasonably require and shall furnish Buyer during such period with all such information relating to the Company as Buyer may from time to time reasonably request.
Reasonable Access; Confidentiality. (a) In order for the Buyer to have the opportunity to conduct its due diligence investigation regarding the Business and affairs of the Company Entities, from the date hereof until the Closing Date or the earlier termination of this Agreement and subject to applicable Law, the Seller shall cause the Company to give the Buyer and its representatives (which shall include its financing sources and Representatives), upon reasonable notice to Company, reasonable access, during normal business hours, to all assets, properties, facilities, books, Contracts, commitments, customers, vendors, suppliers, key employees, records, financial information, agreements, arrangements, officers, managers, and employees of the Company Entities and shall cause the Company to permit the Buyer to make such inspections as Buyer may reasonably deem advisable and to furnish the Buyer during such period with all such information relating to the Company Entities as Buyer may from time to time reasonably request and during such period furnish promptly to Buyer and the its Representatives such financial, operating and other information concerning the Company Entities and their respective businesses as Buyer and the its Representatives may reasonably request; provided, that (i) such access shall not unreasonably disrupt the operations of the Company Entities, (ii) no such access shall be permitted other than in the presence of Seller or one of its Representatives and (iii) the Company may restrict the foregoing access and shall not be required to (A) provide any information or access that the Company reasonably believes could violate applicable Law, including Antitrust Laws and data protection Laws, rules or regulations or the terms of any applicable obligation or cause forfeiture of attorney-client privilege or an attorney work-product privilege (absent reasonable accommodations such as entering into joint defense agreements), (B) provide any information relating to the sale process, bids received from other Persons in connection with the transactions contemplated by this Agreement and information and analysis (including financial analysis) relating to such bids or (C) conduct, or permit the Buyer or any of its Representatives to conduct, any Phase II environmental site assessments, audits or investigations, or any other sampling or invasive or intrusive environmental site assessments, audits or investigations relating to any property (provided, that Buyer or any of its Representatives m...
Reasonable Access; Confidentiality. (a) From the date hereof until the Closing or the earlier termination of this Agreement, and subject to applicable Law and the reasonable restrictions imposed from time to time upon advice of counsel, the Company shall give, and shall cause its Subsidiaries to give, Parent and the Merger Subs and Parent’s and the Merger Subs’ representatives, upon reasonable advance notice to the Company, reasonable access, during normal business hours of the Company, to the assets, properties, facilities, offices, books, records, Contracts and representatives of the Company as Parent or the Merger Subs may reasonably request in connection with the transactions contemplated hereby; provided, however, any such access shall be conducted in a manner not to unreasonably interfere with the businesses or operations of the Company and in compliance with COVID-19 Measures. Notwithstanding the foregoing, the Company shall not be required to provide access to, or cause its Subsidiaries to provide access to, or disclose (i) any information or documents which would be reasonably expected to (A) constitute a waiver of the attorney-client or other privilege held by the Company or any of its Subsidiaries or (B) violate any applicable Laws or (ii) if the Company or any of its Affiliates, on the one hand, and Parent or any of its Affiliates, on the other hand, are adverse parties in a litigation, any information that is pertinent thereto; provided, however, the Company shall inform Parent as to the general nature of what is being withheld and the Company shall use its commercially reasonable efforts to make appropriate substitute arrangements to permit reasonable disclosure that does not suffer from any of the foregoing impediments.
Reasonable Access; Confidentiality. (a) From the date hereof until the Closing or the earlier termination of this Agreement, except as necessary to comply with any Laws (as reasonably determined by the Company in good faith) or preserve the attorney-client privilege, other legal privilege or contractual confidentiality obligations, the Company shall give Buyer and its Representatives, upon reasonable advance written notice to Seller or its Representatives, reasonable access, during normal business hours, to the personnel, assets, properties, books, records and agreements of the Company and the Company shall permit Buyer to make such inspections (but excluding soil, groundwater, surface water, wastewater, Phase II or any other intrusive environmental sampling or testing of any kind of the Company’s premises without Seller’s prior written consent) as Buyer may reasonably request and to furnish Buyer during such period with all such information relating to the Company and the Business as Buyer may from time to time reasonably request; provided, that (x) Seller shall inform Buyer if it is withholding any information pursuant to the foregoing exceptions and, if permitted by Law, describe the information being so withheld (y) if requested by Buyer, Seller shall use commercially reasonable efforts to provide extracts or summaries of such protected information or otherwise provide such protected information in a manner that would not jeopardize the applicable protection or contravene the applicable contract or Law; provided, however, that the foregoing will not unreasonably interfere with the business, personnel or operations of the Company or any of their respective Affiliates and will not apply in connection with any dispute between the parties related to this Agreement or the other Transaction Agreements.
Reasonable Access; Confidentiality. (i) The Company shall, and shall cause each of its Subsidiaries to, permit representatives of Buyer (including legal counsel, the Financing Sources and accountants), upon reasonable prior notice to Sellers’ Representative, to have reasonable access during normal business hours, and in a manner so as not to interfere with the normal business operations of the Company and its Subsidiaries, to all premises, properties, personnel, books, records (including tax records), Contracts, instruments and documents of or pertaining to the Company and each of its Subsidiaries. Prior to the Closing, without the prior written consent of Sellers’ Representative, which may be withheld for any reason, Buyer shall not contact any suppliers to, or customers of, the Company or any of its Subsidiaries; provided, however, that the foregoing restriction shall not prohibit any contacts by Buyer or its representatives or Affiliates with customers and suppliers of the Company or any of its Subsidiaries in the Ordinary Course of Business unrelated to the transactions contemplated hereby, and Buyer shall have no right to perform invasive or subsurface investigations of the Leased Real Property or the Owned Real Property.
Reasonable Access; Confidentiality. (a) From the date hereof until the Closing Date or the earlier termination of this Agreement, and subject to applicable Law, the Acquired Companies shall, and TAT and Sellers will cause the Acquired Companies to, (i) give Buyer and its representatives, upon reasonable notice to the Acquired Companies, reasonable access, during normal business hours, to the officers, employees, agents, assets, properties, books, records and agreements of the Acquired Companies, (ii) permit Buyer to make such inspections (but excluding environmental testing and soil or groundwater sampling without the applicable Acquired Company’s prior written consent) as Buyer may reasonably require and (iii) furnish to Buyer during such period all such information relating to the Acquired Companies as Buyer may from time to time reasonably request; provided, that (A) such activities shall not unreasonably disrupt the operations of the Acquired Companies and (B) the Acquired Companies shall have no obligation to make available any information if making such information available may jeopardize any attorney-client or other legal privilege or contravene any applicable Law or Contract (including any confidentiality agreement to which the Acquired Companies or any of their respective Affiliates is a party).
Reasonable Access; Confidentiality. (a) From the date hereof until the Closing Date or the earlier termination of this Agreement, and subject to applicable Law, the Seller shall give the Buyer and its representatives, upon reasonable advance notice to the Seller, reasonable access, during the Seller’s normal business hours and under the supervision of the Seller’s personnel and in such a manner as not to interfere with the normal operations of the Seller, to the assets, properties, books, records and employees of the Seller and shall permit the Buyer and its representatives to make such inspections as it or they may reasonably require and to furnish the Buyer and its representatives during such period with information relating to the Business as the Buyer and its representatives may from time to time reasonably request.
Reasonable Access; Confidentiality. (a) From the date hereof until the Closing, the Company shall give Buyer and its Representatives, upon reasonable notice to the Company, reasonable access to the assets, properties and books and records of the Company and permit Buyer to make such inspections of the Company as it may reasonably require and to furnish Buyer during such period with such information relating to the Company as Buyer may from time to time reasonably request; provided, however, that such access shall be given to Buyer in a manner consistent with (i) maintaining the confidentiality of the Transactions, (ii) applicable Law and (iii) the existing contractual obligations of the Company, subject to the confidentiality obligations therein.
Reasonable Access; Confidentiality. (a) From the date hereof until the Closing Date or the earlier termination of this Agreement, and subject to applicable Law, the Company shall give and shall cause the Subsidiary to give the Buyer and its representatives, upon reasonable notice to the Sellers Representative, reasonable access, during normal business hours, to the assets, properties, books, records, agreements and employees of the Company and the Subsidiary and shall cause the Subsidiary to permit the Buyer to make such inspections as it may reasonably require and to furnish the Buyer during such period with all such information relating to the Company and the Subsidiary as the Buyer may from time to time reasonably request. Notwithstanding anything to the contrary contained in this Agreement, the Company is not required to provide any information or access that such Person believes could violate applicable Law, including antitrust laws, or the terms of any confidentiality agreement or confidentiality provision in any contract, or impact any privilege, including the attorney/client privilege. Nothing contained in this Agreement shall be construed to give to the Buyer, directly or indirectly, rights to control or direct the Company’s operations prior to the Closing. It is expressly understood and agreed that, without the prior written consent of the Company, which consent may be granted or withheld in the Company’s sole and absolute discretion, nothing in this Agreement may be construed to grant the Buyer or any of its Affiliates the right to perform any Phase II or other environmental sampling or testing on any of the Real Property prior to the Closing.
Reasonable Access; Confidentiality. (a) From the Agreement Date until the Closing or the earlier termination of this Agreement in accordance with Section 8.1, and subject to applicable Law, the Company shall give and shall cause each of its Subsidiaries to give Parent and its representatives, upon reasonable advance notice to the Representative, reasonable access, during normal business hours, to the assets, properties, books, records, personnel, offices, financial information, and agreements of the Company and its Subsidiaries and the Company shall, and shall cause each of its Subsidiaries to, permit Parent to make such inspections (but excluding sampling or testing of the Environment without the Representative’s prior written consent not to be unreasonably withheld, conditioned or delayed) as Parent may reasonably request and to furnish Parent during such period with all such information relating to the Company and its Subsidiaries as Parent may from time to time reasonably request. The Company shall use commercially reasonable efforts to cause its and each of its Subsidiaries’ accountants and other representatives to cooperate with Parent and its representatives in making available all financial information reasonably requested by Parent and its agents and advisors, including the right to examine all working papers pertaining to all financial statements prepared or audited by such accountants. No information or knowledge obtained by Parent during the pendency of the transactions contemplated hereby in any investigation pursuant to this Section 6.3 shall affect or be deemed to modify any representation, warranty, covenant, agreement, indemnity, obligation or condition set forth herein.
