Common use of Access; Pre-Closing Investigation Clause in Contracts

Access; Pre-Closing Investigation. Prior to the Closing Date, Seller shall grant a limited number of officers and authorized representatives of Buyer reasonable access mutually agreeable in scope and only during Seller’s normal business hours to the properties, books and records of Seller pertaining to the Assets, Assumed Liabilities and employees of the Branches in order that Buyer may have opportunity to make such reasonable investigation, conducted in the least disruptive manner possible, of the Assets and Assumed Liabilities, including, without limitation, reasonable access sufficient to (a) conduct the Real Property inspections and any other inspections in accordance with this Agreement, and (b) verify the value of the Assets and the Assumed Liabilities and the satisfaction of the conditions precedent to Buyer’s obligations described in Article VII. Seller agrees at any reasonable time, and from time to time, prior to the Closing Date to furnish to Buyer as soon as practicable, any additional information pertaining to the Assets and Assumed Liabilities that Buyer may reasonably request, including, without limitation, customer files and electronic records of Seller that Buyer may reasonably request in preparation for and to facilitate the data processing conversion relating to Buyer’s purchase of the Assets and assumption of the Assumed Liabilities; provided that Seller can do so without incurring any additional cost (any additional cost to be incurred shall be paid to Seller by Buyer in advance of Seller’s needing to comply with such request). In addition, Seller shall provide Buyer reasonable access to the Branches for a mutually agreeable period of time preceding the Closing Date for the purpose of installing equipment; provided that any such installation shall be at Buyer’s cost and, in the event that this Agreement is terminated for any reason, any equipment so installed shall be promptly removed at Buyer’s cost; and provided further that Seller shall have the right, for security or other legitimate business reasons, to reasonably prohibit such installation if it will, or in Seller’s good faith judgment is reasonably likely to, interfere with or make less secure Seller’s business or the operation of the Branches prior to the Effective Time. Buyer agrees to conduct its investigations hereunder during normal business hours of the Branches and in a manner which does not unreasonably interfere with the normal operations of the Branches and Buyer further agrees to cause the installation of such equipment, to the extent permitted hereunder, to be effected in a manner intended to minimize disruption to the operation and security of the Branches.

Access; Pre-Closing Investigation. Prior (a) Subject to the Closing Dateprovisions of the Confidentiality Agreement, Seller shall grant a limited number of officers Docking and the Bank will afford the officers, directors, employees, attorneys, accountants, investment bankers and authorized representatives of Buyer EQBK reasonable access mutually agreeable in scope and only during Seller’s normal business hours hours, to the extent legally permissible, to the properties, books books, contracts and records of Seller pertaining the Bank, permit EQBK to make such inspections (including with regard to such properties physical inspection of the surface and subsurface thereof and any structure thereon pursuant to Section 5.11) as they may reasonably require and furnish to EQBK, to the Assetsextent legally permissible, Assumed Liabilities during such period all such information concerning the Bank and employees of the Branches its affairs as EQBK may reasonably request, in order that Buyer EQBK may have an opportunity to make such reasonable investigation, conducted in the least disruptive manner possible, investigation as it desires to make of the Assets and Assumed Liabilitiesaffairs of the Bank, including, without limitation, reasonable including access sufficient to (a) conduct the Real Property inspections and any other inspections in accordance with this Agreement, and (b) verify the value of the Assets assets and the Assumed Liabilities liabilities of the Bank and the satisfaction of the conditions precedent to BuyerEQBK’s obligations described in Article VIIVIII of this Agreement. Seller EQBK will use its commercially reasonable efforts not to disrupt the normal business operations of the Bank. Docking agrees at any reasonable time, and from time to time, prior to the Closing Date to furnish to Buyer EQBK as soon as reasonably practicable, any additional information pertaining to the Assets and Assumed Liabilities that Buyer may reasonably request, including, without limitation, customer files and electronic records of Seller that Buyer EQBK may reasonably request in preparation for and to facilitate regarding the data processing conversion relating to Buyer’s purchase of Bank. Neither Docking nor the Assets and assumption of the Assumed Liabilities; provided that Seller can do so without incurring any additional cost (any additional cost to be incurred Bank shall be paid required to Seller by Buyer in advance of Seller’s needing to comply with such request). In addition, Seller shall provide Buyer reasonable access to the Branches for a mutually agreeable period of time preceding the Closing Date for the purpose of installing equipment; provided that any or to disclose information where such installation shall be at Buyer’s cost andaccess or disclosure would, in the event that reasonable judgment of Docking, cause significant competitive harm to it or the Bank if the transactions contemplated by this Agreement is terminated for any reasonare not consummated, any equipment so installed shall be promptly removed at Buyerviolate or prejudice the rights of Docking’s cost; and provided further that Seller shall have the right, for security or other legitimate business reasons, to reasonably prohibit such installation if it will, or in Seller’s good faith judgment is reasonably likely to, interfere with or make less secure Seller’s business or the operation Bank’s customers, jeopardize the attorney-client privilege of the Branches institution in possession or control of such information (after giving due consideration to the existence of any common interest, joint defense or similar agreement between the parties) or contravene any Law, Order, judgment, decree, fiduciary duty or binding agreement entered into prior to the Effective Time. Buyer agrees to conduct its investigations hereunder during normal business hours date of the Branches and in a manner which does not unreasonably interfere with the normal operations of the Branches and Buyer further agrees to cause the installation of such equipment, to the extent permitted hereunder, to be effected in a manner intended to minimize disruption to the operation and security of the Branchesthis Agreement.

Access; Pre-Closing Investigation. Prior to the Closing Date, Seller shall grant a limited number of officers and authorized representatives of Buyer reasonable access mutually agreeable in scope and only during Seller’s normal business hours to the properties, books and records of Seller pertaining to the Assets, Assumed Liabilities and employees of the Branches in order that Buyer may have opportunity to make such reasonable investigation, conducted in the least disruptive manner possible, of the Assets and Assumed Liabilities, including, without limitation, including reasonable access sufficient to (a) conduct the Real Property inspections and any other inspections in accordance with this Agreement, and (b) verify the value of the Assets and the Assumed Liabilities and the satisfaction of the conditions precedent to Buyer’s obligations described in Article VIIVI. Seller agrees at any reasonable time, and from time to time, prior to the Closing Date to furnish to Buyer as soon as practicable, any additional information pertaining to the Assets and Assumed Liabilities that Buyer may reasonably request, including, without limitation, including customer files and electronic records of Seller that Buyer may reasonably request in preparation for and to facilitate the data processing conversion relating to Buyer’s purchase of the Assets and assumption of the Assumed Liabilities; provided that Seller can do so without incurring any additional cost (any additional cost to be incurred shall be paid to Seller by Buyer in advance of Seller’s needing to comply with such request). In addition, Seller shall provide Buyer reasonable access to the Branches for a mutually agreeable period of time preceding the Closing Date for the purpose of installing equipment; provided that any such installation shall be at Buyer’s cost and, in the event that this Agreement is terminated for any reason, any equipment so installed shall be promptly removed at Buyer’s cost; and provided further that Seller shall have the right, for security or other legitimate business reasons, to reasonably prohibit such installation if it will, or in Seller’s good faith judgment is reasonably likely to, interfere with or make less secure Seller’s business or the operation of the Branches prior to the Effective Time. Buyer agrees to conduct its investigations hereunder during normal business hours of the Branches and in a manner which does not unreasonably interfere with the normal operations of the Branches and Buyer further agrees to cause the installation of such equipment, to the extent permitted hereunder, to be effected in a manner intended to minimize disruption to the operation and security of the Branches.