Common use of Due Diligence Assistance Clause in Contracts

Due Diligence Assistance. During the Pre-Closing Period, the Company Parties shall promptly provide Purchaser and Purchaser’s Advisors (a) all such documentation and information and answer all questions that Purchaser or Purchaser’s Advisors may reasonably request regarding the Company (including, without limitation, the Licenses) and (b) upon reasonable advance notice from Purchaser, afford Purchaser and its officers, managers, employees, agents, consultants and Purchaser’s Advisors reasonable access during normal business hours to all of the Company’s properties (including the Dispensary Locations), Books and Records, Contracts and personnel as Purchaser may reasonably request, provided such access shall not unreasonably interfere with the Company’s normal operations. Without limiting the generality of the foregoing, the Company Parties shall promptly and diligently provide Purchaser with documents, information and answers to questions regarding (i) the Licenses, including the validity of the Dispensary Permit, (ii) the existence of any deficiencies or Liens with respect to the Dispensary Permit, and (iii) the suitability of any real estate upon which the Company conducts or proposes to conduct its business, including, without limitation, the conformance and compliance of such real estate with all applicable Laws.

Due Diligence Assistance. During the Pre-Closing Period, the Company Parties shall and Representative agree to, as promptly as practicable, provide Purchaser Trulieve and Purchaser’s Advisors its advisors (ai) all such documentation and information and answer all questions that Purchaser Trulieve or Purchaser’s Advisors its advisors may reasonably request regarding the Company (including, without limitation, the regarding its Licenses) ); and (bii) upon reasonable advance notice from PurchaserTrulieve, subject to any limitations on non-employee access to the Company’s premises set pursuant to applicable Law, afford Purchaser Trulieve and its managers, officers, managers, employees, agents, agents and consultants and Purchaser’s Advisors reasonable access during normal business hours to all of the Company’s properties (including the Dispensary Locations)its properties, Books and Records, and Contracts and personnel as Purchaser Trulieve may reasonably request, provided such access shall not unreasonably interfere with the Company’s normal operations. Without limiting the generality of the foregoing, the Company Parties and Representative shall promptly and diligently provide Purchaser Trulieve with documents, information and answers to questions regarding (ia) the Licenses, including but not limited to the validity of the Dispensary Permitthereof, (iib) the existence of any deficiencies or Liens with respect to the Dispensary PermitLicenses, (c) the Company’s application for any additional licenses, and (iiid) the suitability of any real estate upon which the Company conducts or proposes to conduct its business, including, without limitation, the conformance and compliance of such real estate with all applicable state and local Laws, rules, ordinances, codes and regulations.

Due Diligence Assistance. During the Pre-Closing Period, the Company Parties shall and Representative agree to, as promptly as practicable, provide Purchaser Valens and Purchaser’s Advisors its advisors (ai) all such documentation and information and answer all questions that Purchaser Valens or Purchaser’s Advisors its advisors may reasonably request regarding the Company Parties (including, without limitation, the regarding its Licenses) ); and (bii) upon reasonable advance notice from PurchaserValens, subject to any limitations on non- employee access to the Company Parties’ premises set pursuant to applicable Law, afford Purchaser Valens and its managers, officers, managers, employees, agents, agents and consultants and Purchaser’s Advisors reasonable access during normal business hours to all of the Company’s properties (including the Dispensary Locations)its properties, Books and Records, and Contracts and personnel as Purchaser Valens may reasonably request, provided such access shall not unreasonably interfere with the Company’s normal operations. Without limiting the generality of the foregoing, the Company Parties and Representative shall promptly and diligently provide Purchaser Valens with documents, information and answers to questions regarding (ia) the Licenses, including but not limited to the validity of the Dispensary Permitthereof, (iib) the existence of any deficiencies or Liens with respect to the Dispensary PermitLicenses, (c) any Company Parties application for any additional licenses, and (iiid) the suitability of any real estate upon which the Company conducts or proposes to conduct its business, including, without limitation, the conformance and compliance of such real estate with all applicable state and local Laws., rules, ordinances, codes and regulations. Plan of Merger and Securities Purchase Agreement