Access and Information 6 Sample Clauses

Access and Information 6. 11.1 During the Pre-Closing Period, the Founder, the Trustee and the Sellers shall, and shall ensure that the Target Companies and the Assets Seller (i) permit the Purchaser and its Representatives to have reasonable access, during regular business hours and upon reasonable advance notice to: (a) the books, records, documents and information relating to the Target Companies and the Assets Seller; (b) the premises of the Target Companies and the Assets Seller; and (c) their respective employees and (ii) cooperate with the Purchaser in arranging any such meetings as the Purchaser may reasonably request with the auditors of the Target Companies or of the Assets Seller or with the employees of the Target Companies or the Assets Seller. 6.11.2 Each of the Sellers, on behalf of itself, the Target Companies and Assets Seller, and the Founder agree to provide, or cause the Target Companies, Assets Seller or their respective Representatives, as applicable, to provide, to the Purchaser and its Representatives, during the Pre-Closing Period and following the Closing Date, as further indicated by the Purchaser, reasonable assistance and, on a timely basis, all information reasonably required by the Purchaser for the preparation, printing, filing, and public dissemination of the Purchaser’s financial statements in its current reports on Form 8-K, quarterly reports on 10-Q, annual reports on Form 10-K or registration statements filed pursuant to the Securities Act, including (i) a consolidated pro forma balance sheet as of the end of the most recent period included in such filing and condensed pro forma income statements for the Purchaser’s latest fiscal year and interim period included in such filing as required by Regulation S-X and any footnotes thereto required by Accounting Standards Codification 805, (ii) the 2021 Accounts and (iii) the 2021 Business Accounts. 6.11.3 During the Pre-Closing Period, Iponweb Holding shall (i) prepare in good faith and with reasonable care monthly management accounts on a basis consistent with the Accounting Principles, in the same form as the Management Accounts and (ii) deliver to the Purchaser such management accounts no later than fifteen (15) Business Days following the end of each month.

Related to Access and Information 6

  • Notices All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been duly given (i) if delivered by hand and receipted for by the party to whom said notice or other communication shall have been directed, or (ii) mailed by certified or registered mail with postage prepaid, on the third (3rd) business day after the date on which it is so mailed:

  • NOW, THEREFORE the parties hereto agree as follows:

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • WHEREAS the Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"); and

  • Definitions As used in this Agreement, the following terms shall have the following meanings:

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • Counterparts This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.