Review Right. Landlord shall have the right, from time to time during normal business hours after not less than five (5) Business Days prior written notice to Guarantor, itself or through any attorney, accountant or other agent or representative retained by Landlord (“Landlord’s Representatives”), to examine and audit all financial and other records and pertinent corporate documents of Guarantor at the office of Guarantor or such other Person that maintains such records and documents. Guarantor hereby agrees to reasonably cooperate with any such examination or audit; provided, however, the cost of such examination or audit shall be borne by Landlord.
Review Right. Upon the occurrence of an Event of Default, Landlord shall have the right, during normal business hours after five Business Days prior written notice to Guarantor, itself or through any attorney, accountant or other agent or representative retained by Landlord (“Landlord’s Representatives”), to examine and audit all financial and other records and pertinent corporate documents of Guarantor at the office of Guarantor or such other Person that maintains such records and documents and to make such copies or extracts thereof as Landlord or Landlord’s Representatives may request and Guarantor hereby agrees to reasonably cooperate with any such examination or audit; provided, however, Landlord shall not require or perform any act that would cause Guarantor or any of its Affiliates to violate any Legal Requirements, including those relating to employment records or that protect the privacy rights of Guarantor’s or its Affiliate’s employees or healthcare patients, or to disclose otherwise privileged information, including materials subject to attorney-client privilege and medical studies act/peer review privileges. The reasonable and documented third party out-of-pocket costs of such examination or audit shall be borne by Guarantor and shall be payable within 15 days of Landlord’s written demand therefor.
Review Right. Each Member shall have the right, on not less than ten (10) business days notice, to review the books and records of the Company and the other Member relating to product sales and all expenses for which the non-auditing Member is entitled to reimbursement and for other financial matters relating to the business of the Company. Any dispute relating to the results of such review shall be resolved by the Company's auditors.
Review Right. Executive may review and consider this Agreement for a period of up to forty-five (45) days from the date of this Agreement. Executive agrees and understands that Executive’s failure to execute this Agreement and to return this signed document on or before forty-five (45) days after the date of this Agreement will release Company from any obligation to enter into this Agreement.
Review Right. During the period prior to the Close of Escrow, upon reasonable notice to Seller, Buyer shall have the right to review Seller’s records during normal business hours to verify any information provided by Seller to Buyer or to confirm Seller’s compliance with its representations, warranties and covenants as contained herein. The liability of Seller for a breach of any covenant shall not be merged into any instrument of conveyance delivered at the Close of Escrow and shall survive the Close of Escrow for a period of one (1) year (the “Covenant Survival Termination Date”); provided, however, that if Buyer notifies Seller, on or before the Covenant Survival Termination Date, of any alleged breach of a covenant occurring prior to the Covenant Survival Termination Date (a “Notice of Breach of Covenant”), and Buyer thereafter files a lawsuit in connection therewith against Seller within ninety (90) days following the furnishing of said Notice of Breach of Covenant, then the applicable Covenant Survival Termination Date shall be extended with respect to said covenant until the date on which a final judgment is obtained in said lawsuit, beyond any possibility of appeal. The covenants and survival periods set forth herein shall not be deemed or construed as limiting, waiving or relinquishing any statutory or common law right or remedy, and the effect of the covenants made in this Agreement shall not be diminished or deemed to be satisfied by any inspections, tests or investigations made by Buyer or its agents; provided, however, in the event that at or prior to Closing, Buyer knows that a covenant has not been complied with by Seller and nonetheless elects to proceed with the closing of the transaction provided for herein, Buyer shall be deemed to have waived its recourse against Seller with respect to a breach of such covenant.
Review Right. Landlord shall have the right, from time to time during normal business hours after three (3) Business Days prior oral or written notice to Guarantor, itself or through any attorney, accountant or other agent or representative retained by Landlord (“Landlord’s Representatives”), to examine and audit all financial and other records and pertinent corporate documents of Guarantor at the office of Guarantor or such other Person that maintains such records and documents and to make such copies or extracts thereof as Landlord or Landlord’s Representatives may request and Guarantor hereby agrees to reasonably cooperate with any such examination or audit; provided, however, the cost of such examination or audit shall be borne by Landlord, except during the continuation of an Event of Default, in which case, the cost of any such examination or audit shall be borne by Guarantor and shall be payable within fifteen (15) days of Landlord’s written demand therefor; provided further that, except during the continuation of an Event of Default, any such examination shall not occur more than once in any calendar year.
Review Right. During the period prior to the Close of Escrow, upon reasonable notice to Seller, Buyer shall have the right to review Seller’s records during normal business hours to verify any information provided by Seller to Buyer or to confirm Seller’s compliance with its representations, warranties and covenants as contained herein; provided, however, in no event shall Buyer be entitled to review any Confidential Information.
Review Right. During the period prior to the Close of Escrow, upon reasonable notice to Sellers (not less than twenty-four (24) hours), Buyer shall have the right to review in confidence Sellers’ records during normal business hours to verify any information provided by Sellers to Buyer or to confirm Sellers’ compliance with their representations, warranties and covenants as contained herein.
