Common use of Access of Purchaser Clause in Contracts

Access of Purchaser. (a) During the Interim Period, Sellers shall cause each Company to provide Purchaser and its Representatives with reasonable access to the Facilities and the officers and management employees of such Company and, from and after September 1, 2010, suitable office space for not more than one Representative of Purchaser at each Facility for purposes of observing the operations of the Facilities and facilitating the transition of ownership, in such a manner so as not to unreasonably interfere with the business or operations of such Company, provided that such Company shall have the right to (i) have a Representative present for any communication with employees or officers of such Company or its contractors and (ii) impose reasonable restrictions and requirements for safety or operational purposes, provided further that neither Purchaser nor its Representatives shall collect or analyze any environmental samples (including building materials, indoor and outdoor air, surface and ground water, and surface and subsurface soils), without the prior written authorization of Sellers. Notwithstanding the foregoing, Sellers and the Companies shall not be required to provide any information or allow any inspection which they reasonably believe they may not provide to Purchaser or allow by reason of applicable Law, which constitutes or allows access to information protected by attorney/client privilege, or which Sellers or the Companies are required to keep confidential or prevent access to by reason of contract, agreement or understanding with third parties if Sellers or the Companies have used reasonable commercial efforts to obtain the consent of such third party to such inspection or disclosure. Notwithstanding anything to the contrary contained herein, Purchaser shall not be permitted to contact any of either Company’s vendors, customers or suppliers, or any Governmental Authorities, during the Interim Period, regarding Sellers, the Companies or the Facilities, without receiving prior written authorization from Sellers; provided that the foregoing is not intended to prohibit Purchaser from contacting those Governmental Authorities from whom it must obtain regulatory approval regarding the transactions contemplated by this Agreement. Following the Closing, Sellers shall be entitled to retain copies of all books and records relating to its ownership and/or operation of the Companies and its businesses, subject to the terms of the confidentiality agreements entered into between Sellers and Purchaser.

Access of Purchaser. (a) During Seller covenants that, during the Interim Period, Sellers shall cause each Company to Seller will provide Purchaser and its Representatives with reasonable access access, upon reasonable prior notice and during normal business hours, to the Facilities Project, all Contracts to which Seller is a party related to the Project or the Business or by which the Purchased Assets are bound, all Books and Records, including all environmental records, permits, and compliance audits relating to the Business or the Project, and the officers and management employees of Seller or its Affiliates who have significant responsibility for Seller, but only to the extent that such Company and, from and after September 1, 2010, suitable office space for access does not more than one Representative of Purchaser at each Facility for purposes of observing the operations of the Facilities and facilitating the transition of ownership, in such a manner so as not to unreasonably interfere with the business or operations Business of Seller and that such Company, access is reasonably related to the Purchaser's obligations and rights hereunder; provided that such Company Seller shall have the right to (i) have a Representative of Seller present for any communication with employees or officers of such Company Seller or its contractors and Affiliates an d (ii) impose reasonable restrictions and requirements upon Purchaser and its Representatives for safety or operational purposes. Purchaser shall be entitled, provided further that neither at its sole cost and expense, to have the Real Property surveyed and to conduct physical inspections (including invasive testing procedures) of the Real Property. Purchaser nor shall provide Seller with not less than five (5) Business Days prior written notice of the date and time on which any such entry upon the Real Property is proposed to occur. Promptly upon completion of any such entry, Purchaser shall, at its sole cost and expense, repair any and all damage caused by such entry and restore any affected Real Property and any other affected property to its original condition. Purchaser hereby agrees to indemnify, defend and hold harmless Seller and its Representatives and Affiliates from and against any and all Losses, whether or not involving a third-party Claim, resulting from or arising out of or in connection with any entry upon the Real Property by Purchaser or any of its Affiliates or any of its or their respective Representatives, agents, contractors or subcontractors pursuant to this Section 6.2. The provisions of this Section 6.2 shall collect or analyze apply to the access and inspection by Purchaser of any environmental samples (including building materialsand all portions of the Real Property leased by Seller to Xxxxxx X. Xxxxxx d/b/a Xxxxxx X. Xxxxxx Farms under the Xxxxxx Farms Lease. In addition to complying with the notice, indoor repair and outdoor airother provisions of this Section, surface Purchaser shall comply with any and ground waterall additional requirements set forth in the Xxxxxx Farms Lease, and surface any access and subsurface soils), without inspection by Purchaser to the prior written authorization portions of Sellersthe Real Property leased under the Xxxxxx Farms Lease shall be subject to the rights of the tenant under such lease. Notwithstanding Without limiting the foregoing, Sellers Seller shall take all actions that are reasonably necessary and the Companies shall not be required appropriate to provide any information or allow any inspection which they reasonably believe they may not provide to assist Purchaser or allow by reason of applicable Law, which constitutes or allows in gaining access to information protected by attorney/client privilege, or which Sellers or the Companies are required to keep confidential or prevent access to by reason of contract, agreement or understanding with third parties if Sellers or the Companies have used reasonable commercial efforts to obtain the consent of and inspecting such third party to such inspection or disclosure. Notwithstanding anything to the contrary contained herein, Purchaser shall not be permitted to contact any of either Company’s vendors, customers or suppliers, or any Governmental Authorities, during the Interim Period, regarding Sellers, the Companies or the Facilities, without receiving prior written authorization from Sellers; provided that the foregoing is not intended to prohibit Purchaser from contacting those Governmental Authorities from whom it must obtain regulatory approval regarding the transactions contemplated by this Agreement. Following the Closing, Sellers shall be entitled to retain copies of all books and records relating to its ownership and/or operation portions of the Companies and its businesses, subject to Real Property in accordance with the terms and conditions of the confidentiality agreements entered into between Sellers and Purchaserthis Section.

Access of Purchaser. (a) During the Interim Period, Sellers shall cause each Company to provide Purchaser and its Representatives with reasonable access during normal business hours to the Facilities and the officers and management employees of such Company and, from and after September 1, 2010, suitable office space for not more than one Representative of Purchaser at each Facility for purposes of observing the operations of the Facilities and facilitating the transition of ownership, in such a manner so as not to unreasonably interfere with the business or operations of such Company; provided, provided however, that such Company shall have the right to (i) have a Representative present for any communication with employees or officers of such Company or its contractors and contractors, (ii) impose reasonable restrictions and requirements for safety or operational purposespurposes and (iii) upon reasonable request, provided further allow Purchaser reasonable access to the Facilities to permit the Purchaser to install (in a manner that does not impact in any material respect the operations or maintenance of the Facilities prior to Closing) telemetry equipment necessary to allow the Purchaser to schedule after Closing sales of electric energy and ancillary services from the Facilities; provided, further, that neither Purchaser nor its Representatives shall collect or analyze any environmental samples (including building materials, indoor and outdoor air, surface and ground water, and surface and subsurface soils), without the prior written authorization of Sellers. Notwithstanding the foregoing, Sellers and the Companies shall not be required to provide any information or allow any inspection which they reasonably believe they may not provide to Purchaser or allow Purchaser to conduct by reason of applicable Law, which constitutes or allows access to information protected by attorney/client privilege, or which Sellers or the Companies are required to keep confidential or prevent access to by reason of contract, agreement or understanding with third parties if so long as the Sellers or the Companies have notified Purchaser of such confidentiality requirement and used their commercially reasonable commercial efforts to obtain the consent of such third party to such inspection or disclosurea waiver thereof. Notwithstanding anything to the contrary contained herein, Purchaser shall not be permitted to contact any of either Company’s the Companies’ vendors, customers or suppliers, or any Governmental Authorities, during the Interim Period, Period regarding Sellersany matter relating to the Companies, the Companies Facilities or the Facilities, transactions contemplated hereby without receiving prior written authorization from Sellers; provided that the foregoing is not intended to prohibit Purchaser from contacting those Governmental Authorities from whom it must obtain regulatory approval regarding the transactions contemplated by this Agreement. Following the Closing, Sellers shall be entitled to retain copies of all books and records relating to its their ownership and/or operation of the Companies and its their businesses, subject to the terms of the confidentiality agreements entered into between Sellers and Purchaser.

Access of Purchaser. (a) During Seller covenants that, during the Interim Period, Sellers shall cause each Company to Seller will provide Purchaser and its Representatives with reasonable access access, upon reasonable prior notice and during normal business hours, to the Facilities Project, all Contracts to which Seller is a party related to the Project or the Business or by which the Purchased Assets are bound, all Books and Records, including all environmental records, permits, and compliance audits relating to the Business or the Project, and the officers and management employees of Seller or its Affiliates who have significant responsibility for Seller, but only to the extent that such Company and, from and after September 1, 2010, suitable office space for access does not more than one Representative of Purchaser at each Facility for purposes of observing the operations of the Facilities and facilitating the transition of ownership, in such a manner so as not to unreasonably interfere with the business or operations Business of Seller and that such Company, access is reasonably related to the Purchaser's obligations and rights hereunder; provided that such Company Seller shall have the right to (i) have a Representative of Seller present for any communication with employees or officers of such Company Seller or its contractors Affiliates and (ii) impose reasonable restrictions and requirements upon Purchaser and its Representatives for safety or operational purposes. Purchaser shall be entitled, provided further that neither at its sole cost and expense, to have the Real Property surveyed and to conduct physical inspections (including invasive testing procedures) of the Real Property. Purchaser nor shall provide Seller with not less than five (5) Business Days prior written notice of the date and time on which any such entry upon the Real Property is proposed to occur. Promptly upon completion of any such entry, Purchaser shall, at its sole cost and expense, repair any and all damage caused by such entry and restore any affected Real Property and any other affected property to its original condition. Purchaser hereby agrees to indemnify, defend and hold harmless Seller and its Representatives and Affiliates from and against any and all Losses, whether or not involving a third-party Claim, resulting from or arising out of or in connection with any entry upon the Real Property by Purchaser or any of its Affiliates or any of its or their respective Representatives, agents, contractors or subcontractors pursuant to this SECTION 6.2. The provisions of this SECTION 6.2 shall collect or analyze apply to the access and inspection by Purchaser of any environmental samples (including building materialsand all portions of the Real Property leased by Seller to Xxxxxx X. Xxxxxx d/b/a Xxxxxx X. Xxxxxx Farms under the Xxxxxx Farms Lease. In addition to complying with the notice, indoor repair and outdoor airother provisions of this Section, surface Purchaser shall comply with any and ground waterall additional requirements set forth in the Xxxxxx Farms Lease, and surface any access and subsurface soils), without inspection by Purchaser to the prior written authorization portions of Sellersthe Real Property leased under the Xxxxxx Farms Lease shall be subject to the rights of the tenant under such lease. Notwithstanding Without limiting the foregoing, Sellers Seller shall take all actions that are reasonably necessary and the Companies shall not be required appropriate to provide any information or allow any inspection which they reasonably believe they may not provide to assist Purchaser or allow by reason of applicable Law, which constitutes or allows in gaining access to information protected by attorney/client privilege, or which Sellers or the Companies are required to keep confidential or prevent access to by reason of contract, agreement or understanding with third parties if Sellers or the Companies have used reasonable commercial efforts to obtain the consent of and inspecting such third party to such inspection or disclosure. Notwithstanding anything to the contrary contained herein, Purchaser shall not be permitted to contact any of either Company’s vendors, customers or suppliers, or any Governmental Authorities, during the Interim Period, regarding Sellers, the Companies or the Facilities, without receiving prior written authorization from Sellers; provided that the foregoing is not intended to prohibit Purchaser from contacting those Governmental Authorities from whom it must obtain regulatory approval regarding the transactions contemplated by this Agreement. Following the Closing, Sellers shall be entitled to retain copies of all books and records relating to its ownership and/or operation portions of the Companies and its businesses, subject to Real Property in accordance with the terms and conditions of the confidentiality agreements entered into between Sellers and Purchaserthis Section.