Common use of COVENANTS PRIOR TO CLOSING Clause in Contracts

COVENANTS PRIOR TO CLOSING. 7.1 ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the COMPANY will afford to the officers and authorized representatives of CSI and the Other Founding Companies access to all of the COMPANY's sites, properties, books and records and will furnish CSI with such additional financial and operating data and other information as to the business and properties of the COMPANY as CSI or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with CSI and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. CSI, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, CSI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

Appears in 7 contracts

Samples: Agreement and Plan of Organization (Comfort Systems Usa Inc), Agreement and Plan of Organization (Comfort Systems Usa Inc), Agreement and Plan of Organization (Comfort Systems Usa Inc)

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COVENANTS PRIOR TO CLOSING. 7.1 ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the COMPANY and NEWBURY will afford to the officers and authorized representatives of CSI and the Other Founding Companies PARENT access to all of the COMPANY's and NEWBURY's sites, properties, books and records and will furnish CSI PARENT with such additional financial and operating data and other information as to the business and properties of the COMPANY and NEWBURY as CSI or the Other Founding Companies PARENT may from time to time reasonably request. The COMPANY and NEWBURY will cooperate with CSI and the Other Founding CompaniesPARENT, its representatives, auditors and counsel in the preparation of any documents or other material which may be reasonably required in connection with any documents or materials required by this Agreement. CSIPARENT, NEWCONEWBURY, the STOCKHOLDERS, the NEWBURY STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, CSI PARENT will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholdersSTOCKHOLDERS, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan (Nationwide Staffing Inc)

COVENANTS PRIOR TO CLOSING. 7.1 ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the COMPANY will afford to the officers and authorized representatives of CSI METALS and the Other Founding Companies access to all of the COMPANY's sites, properties, books and records and will furnish CSI METALS with such additional financial and operating data and other information as to the business and properties of the COMPANY as CSI METALS or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with CSI METALS and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. CSIMETALS, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, CSI METALS will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Metals Usa Inc)

COVENANTS PRIOR TO CLOSING. 7.1 ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the COMPANY will afford to the officers and authorized representatives of CSI and the Other Founding Companies access to all of the COMPANY's sites, properties, books and records and will furnish CSI with such additional financial and operating data and other information as to the business and properties of the COMPANY as CSI or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with CSI and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. CSI, NEWCO, the STOCKHOLDERS and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, CSI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Comfort Systems Usa Inc)

COVENANTS PRIOR TO CLOSING. 7.1 ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the each COMPANY will afford to the officers and authorized representatives of CSI and the Other Founding Companies access to all of the such COMPANY's sites, properties, books and records and will furnish CSI with such additional financial and operating data and other information as to the business and properties of the such COMPANY as CSI or the Other Founding Companies may from time to time reasonably request. The Each COMPANY will cooperate with CSI and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. CSI, NEWCO, the STOCKHOLDERS STOCKHOLDER and the each COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, CSI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Comfort Systems Usa Inc)

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COVENANTS PRIOR TO CLOSING. 7.1 ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the each COMPANY will afford to the officers and authorized representatives of CSI and the Other Founding Companies access to all of the such COMPANY's sites, properties, books and records and will furnish CSI with such additional financial and operating data and other information as to the business and properties of the such COMPANY as CSI or the Other Founding Companies may from time to time reasonably request. The Each COMPANY will cooperate with CSI and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. CSI, NEWCO, the STOCKHOLDERS and the each COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, CSI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Comfort Systems Usa Inc)

COVENANTS PRIOR TO CLOSING. 7.1 ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Funding and Consummation Date, the COMPANY will afford to the officers and authorized representatives of CSI and the Other Founding Companies access to all of the COMPANY's sites, properties, books and records and will furnish CSI with such additional financial and operating data and other information as to the business and properties of the COMPANY as CSI or the Other Founding Companies may from time to time reasonably request. The COMPANY will cooperate with CSI and the Other Founding Companies, its representatives, auditors and counsel in the preparation of any documents or other material which may be required in connection with any documents or materials required by this Agreement. CSI, NEWCO, the STOCKHOLDERS STOCKHOLDER and the COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, CSI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Comfort Systems Usa Inc)

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