Common use of Corporate Examinations and Investigations Clause in Contracts

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 and Pubco as each party may request. In order that each party may have the full opportunity to do so, the Shareholder shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 or Pubco as each party or its representatives may reasonably request and cause R2 or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 2 contracts

Samples: Securities Exchange Agreement (Omni Shrimp, Inc.), Securities Exchange Agreement

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Corporate Examinations and Investigations. Prior to the Closing, each party Party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 Priveco and Pubco as each party may request. In order that each party Party may have the full opportunity to do so, the Shareholder Priveco, Pubco, Priveco Stockholders and Pubco Stockholder shall furnish each party Party and its representatives during such period with all such information concerning the affairs of R2 Priveco or Pubco as each party Party or its representatives may reasonably request and cause R2 Priveco or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each partyParty’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party Party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each partyParty’s premises, with copies thereof to be provided to each party Party and/or its representatives upon request.

Appears in 2 contracts

Samples: Share Exchange and Conversion Agreement (Makkanotti Group Corp.), Share Exchange and Conversion Agreement (TabacaleraYsidron, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 BVI and Pubco as each party may request. In order that each party may have the full opportunity to do so, BVI, Pubco, the Shareholder BVI Shareholders and the Pubco Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 BVI or Pubco as each party or its representatives may reasonably request and cause R2 BVI or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.. SHARE EXCHANGE AGREEMENT

Appears in 1 contract

Samples: Share Exchange Agreement (Xtreme Link, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 Tonix and Pubco as each party may request. In order that each party may have the full opportunity to do so, Tonix and Pubco, the Shareholder Tonix Shareholders and the Representative Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 Tonix or Pubco as each party or its representatives may reasonably request and cause R2 Tonix or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Tamandare Explorations Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 Omni and Pubco as each party may request. In order that each party may have the full opportunity to do so, the Shareholder shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 Omni or Pubco as each party or its representatives may reasonably request and cause R2 Omni or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s 's representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s 's premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (NaturalNano, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 Xxxxxx Daily and Pubco Red Carpet as each party may request. In order that each party may have the full opportunity to do so, the Shareholder Xxxxxx Daily and Red Carpet shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 or Pubco Xxxxxx Daily and Red Carpet as each party or its representatives may reasonably request and cause R2 or Pubco Xxxxxx Daily and Red Carpet and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s 's representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s 's premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Stock Purchase Agreement (Red Carpet Entertainment Inc)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 BBC and Pubco as each party may request. In order that each party may have the full opportunity to do so, BBC and Pubco, the Shareholder BBC Shareholders and the Representative Stockholder shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 BBC or Pubco as each party or its representatives may reasonably request and cause R2 BBC or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Pineapple Express, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 Soul and Pubco as each party may request. In order that each party may have the full opportunity to do so, the Shareholder shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 Soul or Pubco as each party or its representatives may reasonably request and cause R2 Soul or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Soul & Vibe Interactive Inc.)

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Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 TRINITY and Pubco SMGI as each party may request. In order that each party may have the full opportunity to do so, the Shareholder TRINITY and SMGI shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 TRINITY or Pubco SMGI as each party or its representatives may reasonably request and cause R2 TRINITY or Pubco SMGI and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s 's representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s 's premises, with copies thereof to be provided to each party and/or or its representatives upon request.

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange (SMG Industries Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 Petro and Pubco the Company as each party may request. In order that each party may have the full opportunity to do so, the Shareholder Company and the Representative Subscribers shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 Petro or Pubco the Company as each party or its representatives may reasonably request and cause R2 Petro or Pubco the Company and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Securities Purchase Agreement (Petro River Oil Corp.)

Corporate Examinations and Investigations. Prior to the Closing, each party Party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 Purchaser and Pubco Acquiree as each party Party may request. In order that each party Party may have the full opportunity to do so, the Shareholder Purchaser and Acquiree, shall furnish each party Party and its representatives during such period with all such information concerning the affairs of R2 or Pubco the other respective Party as each party or its representatives may reasonably request be requested and cause R2 Purchaser or Pubco Acquiree and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each partyParty’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party Party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each partyParty’s premises, with copies thereof to be provided to each party Party and/or its representatives upon request.

Appears in 1 contract

Samples: Share Exchange Agreement (Spotlight Innovation, Inc.)

Corporate Examinations and Investigations. Prior to the Closing, each party shall be entitled, through its employees and representatives, to make such investigations and examinations of the books, records and financial condition of R2 CCD and Pubco as each party may request. In order that each party may have the full opportunity to do so, the Shareholder Member and/or Direct Investor shall furnish each party and its representatives during such period with all such information concerning the affairs of R2 CCD or Pubco as each party or its representatives may reasonably request and cause R2 CCD or Pubco and their respective officers, employees, consultants, agents, accountants and attorneys to cooperate fully with each party’s representatives in connection with such review and examination and to make full disclosure of all information and documents requested by each party and/or its representatives. Any such investigations and examinations shall be conducted at reasonable times and under reasonable circumstances, it being agreed that any examination of original documents will be at each party’s premises, with copies thereof to be provided to each party and/or its representatives upon request.

Appears in 1 contract

Samples: Securities Exchange Agreement (True Drinks Holdings, Inc.)

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