[[Organization B:Organization]] shall ensure that, at all times during the Pre-Closing Period:
Access And Investigation. The Seller shall ensure that during the Pre-Closing Period, at the reasonable request of the Purchaser and during regular business hours: # the Seller, each of
Investigation. The Lender has been afforded the opportunity to ask questions of and receive answers from the Company regarding the terms and conditions of this Agreement and about the Company; provided, however, that no investigation performed by or on behalf of the Lender regarding the terms and conditions of this Agreement or the Company shall limit or otherwise affect its right to rely on the representations and warranties of the Company contained herein.
Independent Investigation. Purchaser has conducted its own independent investigation, review and analysis of the Business and the Purchased Assets, and acknowledges that it has been provided adequate access to the personnel, properties, assets, premises, books and records, and other documents and data of [[Organization A:Organization]] for such purpose. Purchaser acknowledges and agrees that: # in making its decision to enter into this Agreement and to consummate the transactions contemplated hereby, Purchaser has relied solely upon its own investigation and the express representations and warranties of [[Organization A:Organization]] set forth in Article IV of this Agreement (including related portions of the Disclosure Schedules); and # neither [[Organization A:Organization]] nor any other Person has made any representation or warranty as to [[Organization A:Organization]], the Business, the Purchased Assets or this Agreement, except as expressly set forth in Article IV of this Agreement (including the related portions of the Disclosure Schedules).
Effect of Investigation. The representations, warranties, covenants and agreements of the Indemnifying Party, and the Indemnified Party’s right to indemnification with respect thereto, shall not be affected or deemed waived by reason of any investigation made by or on behalf of the Indemnified Party (including by any of its representatives) or by reason of the fact that the Indemnified Party or any of its representatives knew or should have known that any such representation, warranty, covenant or agreement is, was or might be inaccurate or by reason of the Indemnified Party’s waiver of any condition set forth in [Section 8.2] or [Section 8.3], as the case may be; provided, however, that to the extent that the Representative can demonstrate that, as of the Execution Date, Purchaser had actual knowledge (as determined consistent with the terms and conditions of the R&W Insurance Policy) of a breach by the Company of any representation or warranty of the Company contained in this Agreement, then such breach cannot serve as the basis for, or give rise to, any Indemnification Claim under [Section 9.2(a)] or [Section 10.2].
Access. Buyer shall, and shall cause each Group Company to, make its financial records, accounting personnel and advisors available to the Seller Representative or its designee, its accountants and other representatives and the Accounting Firm at reasonable times and upon reasonable advance notice during the review by the Seller Representative and the Accounting Firm of, and the resolution of any Objections with respect to, the Closing Statement.
Access. YourSpace shall afford to the Company, and to the officers, employees, accountants, counsel, financial advisors and other representatives of the Company, reasonable access during normal business hours during the period prior to the Closing Date or the termination of this Agreement to all of YourSpace’ properties, books, contracts, commitments, personnel and records and, during such period, YourSpace shall furnish promptly to the Company, # a copy of each report, schedule, and other documents filed by it during such period pursuant to the requirements of federal or state securities Laws and # all other information concerning its business, properties and personnel as the Company or its representatives may reasonably request.
Access. All curb cuts and driveway permits shown on the Plans and Specifications or otherwise necessary for access to the Property are existing or have been fully approved by the appropriate Governmental Authority.
Access. Tenant shall have access to the Premises twenty-four (24) hours per day, seven (7) days a week. Tenant assumes responsibility for controlling access to the Premises and may install its own security system pursuant to Paragraph 16.3, provided that Landlord shall at all times have access to the Premises in the event of an emergency and as necessary to provide the services and perform the obligations of Landlord under this Lease.
Sublandlord Access. Sublandlord and its agents shall have the right to access the Sublet Portion for any commercially reasonable reason related to this Sublease (including, without limitation, to inspect the Sublet Portion or to provide any services required to be performed by Sublandlord hereunder) upon forty-eight (48) hours notice to Subtenant, except in the event of an emergency, in which case Sublandlord shall be required to provide only such notice as is practicable under the circumstances.
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