Review of the Company. Purchaser may, prior to the Closing Date, through its representatives, review the properties, books and records of the Company and its financial and legal condition as it deems necessary or advisable to familiarize itself with such properties and other matters; such review shall not, however, affect the representations and warranties made by Seller. The Seller shall cause the Company to permit Purchaser and its representatives to have, after the date of execution hereof, full access to the premises and to all the books and records of the Company and to cause the officers of the Company to furnish Purchaser with such financial and operating data and other information with respect to the business and properties of the Company as Purchaser shall from time to time reasonably request. In the event of termination of this Agreement, Purchaser shall keep confidential any material information obtained from Seller or the Company concerning the Company's properties, operations and business (unless readily ascertainable from public or published information or trade sources) until the same ceases to be material (or becomes so ascertainable) and shall return to the Company all copies of any schedules, statements, documents or other written information obtained in connection therewith.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Ems Find, Inc.), Stock Purchase Agreement (Hybrid Technologies Inc.), Stock Purchase Agreement (Zingo, Inc)
Review of the Company. Purchaser Halter may, prior to the Closing Date, through its representatives, review the properties, books and records of the Company and its financial and legal condition as it deems they deem necessary or advisable to familiarize itself themselves with such properties and other matters; such review shall not, however, affect the representations and warranties made by Sellerthe Company and the Shareholder hereunder. The Seller shall cause Shareholder and the Company to shall permit Purchaser Halter and its representatives to have, after the date of execution hereof, full access to the premises and to all the books and records of the Company and to cause the officers of the Company to furnish Purchaser Halter with such financial and operating data and other information with respect to the business and properties of the Company as Purchaser Halter shall from time to time reasonably request. In the event of termination of this Agreement, Purchaser Halter shall keep confidential any material information obtained from Seller the Shareholder or the Company concerning the Company's properties, properties or operations and business (unless readily ascertainable from public or published information or trade sources) until the same ceases to be material (or becomes so ascertainable) and shall return to the Company all copies of any schedules, statements, documents or other written information obtained in connection therewith. The Shareholder and the Company shall deliver or cause to be delivered on the Closing Date, and at such other times and places as shall be reasonably agreed upon, such additional instruments as Halter may reasonably request for the purpose of carrying out this Agreement.
Appears in 1 contract