Due Diligence Investigations. (a) In recognition of the fact that BIZ as of the date hereof has not completed its due diligence review of Litronic and the Litronic Subsidiaries, in addition to the other termination rights set forth in this Section 12, BIZ shall have the right, at any time after the date of this Agreement through and including the date which is the day before the mailing of the Proxy Statement, to terminate this Agreement if BIZ identifies any circumstance which, in the reasonable business judgment of the Board of Directors (including any committee thereof) of BIZ, acting in good faith and with due regard for principles of fair dealing, could materially and adversely impact the reasonably expected financial or business benefits to BIZ of the transactions contemplated by this Agreement or otherwise constitute a breach of their fiduciary duty if BIZ were to consummate the Merger under the terms set forth in this Agreement.
Due Diligence Investigations. All written information relating to the business, assets, liabilities, properties, capitalization or financial condition of Tartisan provided by Tartisan or any of its Representatives to Canadian Arrow in response to written due diligence enquiries is true, accurate and complete in all material respects. All information provided to Canadian Arrow in the data site of Tartisan or in relation to Canadian Arrow’s due diligence requests is true and correct in all material respects and does not contain any material omissions as at its respective date as stated therein and has not been amended except as provided to Canadian Arrow. The representations and warranties contained in this Article IV shall survive the execution and delivery of this Agreement and shall expire and be terminated and extinguished on the earlier of the Effective Date and the date on which this Agreement is terminated in accordance with its terms, provided that the foregoing shall not limit any covenant or agreement contained herein which by its terms contemplates performance after the Effective Date or on the date on which this Agreement is terminated. Any investigation by Canadian Arrow and its advisors shall not mitigate, diminish or affect the representations and warranties of Tartisan contained in this Agreement.
Due Diligence Investigations. (1) The Vendors and the Corporation (i) shall permit the Purchaser and its employees, agents, counsel, accountants or other representatives, up to Closing, (the "Due Diligence Period"), without undue interference to the ordinary conduct of the Business, to have reasonable access during normal business hours and upon reasonable notice (a) to the premises of the Corporation, including the Leased Property, (b) to the Corporation, all of its assets and property, the Business and any other information, including accounting records, corporate records and tax records and returns whether retained by the Vendors, the Corporation or otherwise, and (c) to the senior personnel of the Corporation and the Business; and (ii) shall furnish to the Purchaser or its employees, agents counsel, accountants, or other representatives such financial and operating data and other information with respect to the assets and property of the Corporation and the Business as the Purchaser shall from time to time reasonably request.
Due Diligence Investigations. The results of the due diligence investigations referred to in paragraph 9(d) below shall have been satisfactory to the Buyer in its reasonable discretion.
Due Diligence Investigations. All information relating to the business, assets, liabilities, properties, capitalization or financial condition of Schyan provided by Schyan or any of its Advisers to the Company is true, accurate and complete in all material respects.
Due Diligence Investigations. All information relating to the business, assets, liabilities, properties, capitalization or financial condition of Acreage provided by Acreage or its Representatives to AIM is true, accurate and complete in all material respects and Acreage has not omitted to disclose in writing and provide materials in respect of any material fact or which would otherwise cause information provided to be untrue or incomplete in a material respect.
Due Diligence Investigations. All information relating to the business, assets, liabilities, properties, capitalization or financial condition of AIM or Subco provided by AIM or its Representatives to Acreage, Xxxxx, USCo1 or USCo2 is true, accurate and complete in all material respects and AIM has not omitted to disclose in writing and provide materials in respect of any material fact or which would otherwise cause information provided to be untrue or incomplete.
Due Diligence Investigations. All information relating to the business, assets, liabilities, properties, capitalization or financial condition of the Bayswater Group or any member thereof provided by any Bayswater Group Member or any of its Advisers to VCP23, Xxxxx or USCo is true, accurate and complete in all material respects.
Due Diligence Investigations. All information relating to the business, assets, liabilities, properties, capitalization or financial condition of the Darien Group, or any member thereof provided by any Darien Group Member or any of its Advisers to Vireo is true, accurate and complete in all material respects.
Due Diligence Investigations. All information relating to the business, assets, liabilities, properties, capitalization or financial condition of Red Pine or Subco provided by Red Pine or its Representatives to HB2, Blocker or Xxxxx is true, accurate and complete in all material respects and Red Pine has not omitted to disclose in writing and provide materials in respect of any material fact or which would otherwise cause information provided to be untrue or incomplete.
