Example ContractsClausesAccess to Information and Facilities
Remove:

Access to Information and Facilities. Each Seller agrees to, prior to the Closing Date, provide Purchaser and its respective representatives # full access to the senior management team and other key senior employees of the Target Entities, as requested by Purchaser and, upon reasonable notice and so long as such access does not unreasonably interfere with the business operations of the Target Entities and # reasonable access during normal business hours to all Facilities of the Target Entities. Each Seller agrees to allow Purchaser to make # such reasonable investigation of the properties, businesses and operations of the Target Entities (including conducting a physical inventory of the Inventory of the Target Entities and maintaining a consultant on-site at the applicable Facilities during normal business hours and conducting or conducting a survey at the applicable Facilities, but excluding any intrusive investigation of the properties such as collection or sampling of soil, groundwater, building materials, and vapor) and # such examination of the Books and Records of the Target Entities, as Purchaser reasonably requests and to make extracts and copies to the extent necessary of the Books and Records of the Target Entities; provided, that no investigation pursuant to this [Section 6.3] shall affect any representations or warranties made in this Agreement or the conditions to the obligations of the respective Parties to consummate the transactions contemplated by this Agreement.

Access to Records and Facilities. The books and records kept by Crestwood Midstream for the Facilities shall be maintained at such locations as Crestwood Midstream designates in writing to Newco from time to time. Crestwood Midstream shall make available to Newco, its agents, consultants, accountants and attorneys, during normal business hours, all books and records pertaining to the Facilities, shall promptly respond to any questions of Newco with respect to such books and records, shall confer with Newco at all reasonable times, upon request, concerning operation of the Facilities and shall assist and cooperate with Newco’s auditors in the conduct of any audit of the Facilities’ financial condition and results of operations. Newco and Crestwood Midstream will work in good faith to implement prudent backup and retention procedures for all books and records pertaining to the Facilities, and such procedures shall provide that copies of all books and records pertaining to the Facilities shall be kept at an agreed location.

The Shareholders believe they have been given access to full and complete information regarding the Buyer, including, in particular, the current financial condition and lack of tangible assets of the Buyer and the risks associated therewith, and has utilized such access to their satisfaction for the purpose of obtaining information about the Buyer; particularly, the Shareholders have either attended or been given reasonable opportunity to attend a meeting with the senior executives of the Buyer, for the purpose of asking questions of, and receiving answers from, such persons concerning the terms and conditions of the issuance of the Common Stock and to obtain any additional information, to the extent reasonably available, necessary to verify the accuracy of information provided to the Shareholders about the Buyer. No such investigation, however, shall qualify in any respect the representations and warranties of the Buyer in this Agreement.

Access to Information. Such Purchaser acknowledges that it has had the opportunity to review the Transaction Documents (including all exhibits and schedules thereto) and the SEC Reports and has been afforded, # the opportunity to ask such questions as it has deemed necessary of, and to receive answers from, representatives of the Company concerning the terms and conditions of the offering of the Securities and the merits and risks of investing in the Securities; # access to information about the Company and its financial condition, results of operations, business, properties, management and prospects sufficient to enable it to evaluate its investment; and # the opportunity to obtain such additional information that the Company possesses or can acquire without unreasonable effort or expense that is necessary to make an informed investment decision with respect to the investment. Such Purchaser acknowledges and agrees that neither the Placement Agent nor any Affiliate of the Placement Agent has provided such Purchaser with any information or advice with respect to the Securities nor is such information or advice necessary or desired. Neither the Placement Agent nor any Affiliate has made or makes any representation as to the Company or the quality of the Securities and the Placement Agent and any Affiliate may have acquired non-public information with respect to the Company which such Purchaser agrees need not be provided to it. In connection with the issuance of the Securities to such Purchaser, neither the Placement Agent nor any of its Affiliates has acted as a financial advisor or fiduciary to such Purchaser.

/

Access to Information. The Purchaser acknowledges that it has had the opportunity to review the Transaction Documents (including all exhibits and schedules thereto) and of the SEC Reports.

Access and Information. During the Interim Period, Sellers and the Company shall give, and shall direct their Representatives to give, Buyer and its Representatives, at reasonable times during normal business hours and upon reasonable intervals and notice, access to all offices and other facilities and to all employees, properties, Contracts, agreements, commitments, books and records, financial and operating data and other information, of or pertaining to the Company, as Buyer or its Representatives may reasonably request regarding the Company and its respective businesses, assets, Liabilities, financial condition, prospects, operations, management, employees and other aspects (including unaudited quarterly financial statements, including a quarterly balance sheet and income statement, a copy of each material report, schedule and other document filed with or received by a Governmental Authority pursuant to the requirements of applicable securities Laws, and independent public accountants’ work papers (subject to the consent or any other conditions required by such accountants, if any)) and instruct each of the Company’s Representatives to reasonably cooperate with Buyer and its Representatives in their investigation; provided, however, that Buyer and its Representatives shall conduct any such activities in such a manner as not to unreasonably interfere with the business or operations of the Company. Buyer shall, and shall cause its Representatives to, abide by the terms of any reasonable confidentiality agreement with respect to such access and any information furnished to it or its Representatives.

Access to Information. It acknowledges that it and its advisors have been # given the opportunity to review the information, documents and materials contained in the virtual data room prepared for purposes of the Offering, # furnished with all materials relating to the business, finances and operations of the Company that have been requested by it or its advisors, and have been # given the opportunity to ask questions of, and to receive answers from, persons acting on behalf of the Company concerning terms and conditions of the transactions contemplated by this Agreement, in order to make an informed and voluntary decision to enter into this Agreement.

Information and Access. will afford to the officers, accountants, legal counsel and other representatives of the Purchaser reasonable access to the properties, books, records and personnel of the Company in order that Purchaser may have full opportunity to make such investigation of the other as it reasonably desires to make in connection with the transactions contemplated hereby.

Access to Information. The Holder has had the opportunity to ask questions of, and to receive answers from, appropriate executive officers of the Company with respect to the terms and conditions of the transactions contemplated hereby and with respect to the business, affairs, financial condition and results of operations of the Company. The Holder has had access to such financial and other information as is necessary in order for the Holder to make a fully informed decision as to investment in the Company, and has had the opportunity to obtain any additional information necessary to verify any of such information to which the Holder has had access.

Facilities. WKRECC shall provide and maintain all facilities beyond the Point of Delivery up to the Point of Demarcation as defined in [sections 3 and 4]4] hereof. As of the effective date of this Agreement, the replacement cost of all facilities up to the Point of Demarcation, including the total cost of material, labor, transportation and applicable overheads, as stated in the "Aid to Construction" section of the 'Industrial Power Contract Supplemental Agreement', which must be paid in-full, nonrefundable, prior to commencement of construction by WKRECC.

Load more...
Select clause to view document information.

Draft better contracts
faster with AllDrafts

AllDrafts is a cloud-based editor designed specifically for contracts. With automatic formatting, a massive clause library, smart redaction, and insanely easy templates, it’s a welcome change from Word.

And AllDrafts generates clean Word and PDF files from any draft.