Guidelines for Inspection Rights Sample Clauses

Guidelines for Inspection Rights. Investor’s rights to conduct Due Diligence shall be subject to the following further requirements: (a) Due Diligence may only be performed from 8:00 a.m. through 6:00 p.m., Eastern Standard Time, on Business Days and must not interfere beyond a de minimis extent, as reasonably determined by Existing Members, with the operation or management of the Hotel or disturb the rights of guests or Tenants; (b) Investor must provide Existing Members with at least twenty-four (24) hours’ prior written notice (which may be delivered by electronic mail) of its intent to perform Due Diligence on the Property and Existing Members shall have the right to have one or more Representatives of Existing Members present and accompanying each individual during any such entry upon the Property by Investor or Investor’s Representatives; (c) Investor shall not communicate with any Hotel vendor or contractor, Hotel guest, or Hotel Employee or any neighboring property or occupant or lessee of neighboring property or their respective representatives without Existing Members’ prior written consent which may be withheld in Existing Members’ sole discretion but which shall not be unreasonably withheld, conditioned or delayed with respect to Prospective Buyer’s requested contact of the Hotel general manager or other executive level Hotel staff (in addition, if Existing Members’ consent is obtained by Investor under clause (c) foregoing, Existing Members shall be entitled to receive at least twenty-four (24) hours’ prior written notice (which may be delivered by electronic mail) of the intended contact (which shall include the names of people participating) and to have one or more Representatives present when Investor has any such contact with any such Person); (d) Investor shall, at its sole cost, immediately return the Property to the condition existing prior to any tests and inspections; (e) Due Diligence activities may not affect the appearance of the Hotel in any way; and (f) Investor shall not conduct any invasive sampling, boring, testing, or analysis of soils, surface water, groundwater, building materials or air quality at, in, or under the Property without first having obtained prior written approval of Existing Members, which may be withheld in Existing Members’ sole discretion. Prior to such time as Investor or any of Investor’s Representatives enter the Property for purposes of conducting the Due Diligence as set forth herein, upon Existing Members’ reasonable request, Investor...
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Guidelines for Inspection Rights. Buyer’s rights to conduct Due Diligence shall be subject to the following further requirements: (a) Due Diligence shall be
Sample 1
Guidelines for Inspection Rights. Buyer's rights to conduct Due Diligence shall be subject to the following further requirements: (a) Due Diligence must not unreasonably interfere with the operation or management of the Hotel or unreasonably disturb the rights of guests or Tenants; (b) Buyer must provide Seller with at least twenty-four (24) hours prior written notice of its intent to perform Due Diligence on the Property and Seller shall have the right to have a representative of Seller and/or the Company present during any such entry
Sample 1
Guidelines for Inspection Rights. Buyer’s rights to conduct Due Diligence shall be subject to the following further requirements: (a) Due Diligence may only be performed during business hours and must not interfere with the operation or management of the Hotel or disturb the rights of guests; (b) Buyer must provide Seller with at least twenty-four (24) hours prior notice of its intent to perform Due Diligence on the Property and Seller shall have the right to have a representative of Seller present during any such entry upon the Property by Buyer or Buyer’s Representatives; (c) Buyer shall not contact any Hotel contractor, Hotel guest, or Hotel Employee without Seller’s prior written consent; (d) Seller or its designated representative shall have the right to pre-approve, and be present during, any physical testing of the Property;
Sample 1
Guidelines for Inspection Rights. Strategic’s rights to conduct Due Diligence shall be subject to the terms of that certain Property Access Agreement dated January 3, 2005 (except to the extent it may be inconsistent with this Agreement), entered into by and between the Partnership and Strategic Hotel Capital, Inc. and the following further requirements: (a) Due Diligence may only be performed during business hours and must not interfere with the operation or management of the Hotel or disturb the rights of guests or Tenants; (b) Strategic must provide Partnership with at least twenty-four (24) hours prior written notice of its intent to perform Due Diligence on the Property and Partnership shall have the right to have a Representative of Partnership present during any such entry upon the Real Property by Strategic or its Representatives; (c) Strategic shall not contact any Tenant, Hotel contractor, Hotel guest, or Hotel Employee without Partnership’s prior written consent, not to be unreasonably withheld or delayed; (d) Partnership or its designated Representative shall have the right to pre-approve, and be present during, any physical testing of the Property; (e) Strategic shall immediately return the Property to the condition existing prior to any tests and inspections; (f) Due Diligence activities may not affect the appearance of the Hotel in any way; and (g) Strategic may not conduct any invasive sampling, boring, testing, or analysis of soils, surface water or groundwater at the Property without first having obtained prior written approval of Partnership. Prior to such time as Strategic or any of its Representatives enter the Real Property, Strategic shall provide Partnership with certificates of insurance evidencing that Strategic has obtained appropriate
Sample 1

Related to Guidelines for Inspection Rights

  • Inspection Rights Permit representatives and independent contractors of the Administrative Agent and each Lender to visit and inspect any of its properties, to examine its corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss its affairs, finances and accounts with its directors, officers, and independent public accountants (subject to such accountants’ customary policies and procedures), all at the reasonable expense of the Borrower and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Borrower; provided that, excluding any such visits and inspections during the continuation of an Event of Default, only the Administrative Agent on behalf of the Lenders may exercise rights of the Administrative Agent and the Lenders under this Section 6.10 and the Administrative Agent shall not exercise such rights more often than two times during any calendar year and only one (1) such time shall be at the Borrower’s expense; provided, further, that when an Event of Default exists, the Administrative Agent or any Lender (or any of their respective representatives or independent contractors) may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice. The Administrative Agent and the Lenders shall give the Borrower the opportunity to participate in any discussions with the Borrower’s independent public accountants. Notwithstanding anything to the contrary in this Section 6.10, none of the Borrower nor any Restricted Subsidiary shall be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter that (i) constitutes non-financial trade secrets or non-financial proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Law or (iii) is subject to attorney-client or similar privilege or constitutes attorney work-product.

  • Information and Inspection Rights The Company shall permit, and shall cause each of its Subsidiaries to permit, the Purchaser, its representatives or any independent auditor or legal counsel appointed by the Purchaser, during normal business hours following reasonable notice by the Purchaser to the Company, to (i) visit and inspect any of the properties of the Company or any of its Subsidiaries, (ii) examine the books of account and records of the Company or any of its Subsidiaries, and (iii) discuss the affairs, finances and accounts of the Company or any of its Subsidiaries with the directors, officers, and management employees of the Company or any of its Subsidiaries.

  • Inspection; Compliance with Law Lessor, Lessor's agents, employees, contractors and designated representatives, and the holders of any mortgages, deeds of trust or ground leases on the Premises ("Lenders") shall have the right to enter the Premises at any time in the case of an emergency, and otherwise at reasonable times, for the purpose of inspecting the condition of the Premises and for verifying compliance by Lessee with this Lease and all Applicable Requirements (as defined in Paragraph 6.3), and Lessor shall be entitled to employ experts and/or consultants in connection therewith to advise Lessor with respect to Lessee's activities, including but not limited to Lessee's installation, operation, use, monitoring, maintenance, or removal of any Hazardous Substance on or from the Premises. The costs and expenses of any such inspections shall be paid by the party requesting same, unless a Default or Breach of this Lease by Lessee or a violation of Applicable Requirements or a contamination, caused or materially contributed to by Lessee, is found to exist or to be imminent, or unless the inspection is requested or ordered by a governmental authority as the result of any such existing or imminent violation or contamination. In such case, Lessee shall upon request reimburse Lessor or Lessor's Lender, as the case may be, for the costs and expenses of such inspections.

  • Rights of Inspection In order to ensure that the Quality Standards are maintained, Licensor and its authorized agents and representatives shall have the right, but not the obligation, with prior notice to Licensee, to enter upon the premises of any office or facility operated by or for Licensee with respect to Sprint PCS Products and Services and Premium and Promotional Items at all reasonable times, to inspect, monitor and test in a reasonable manner facilities and equipment used to furnish Sprint PCS Products and Services and Premium and Promotional Items and, with prior written notice to Licensee, to inspect the books and records of Licensee in a manner that does not unreasonably interfere with the business and affairs of Licensee, all as they relate to the compliance with the Quality Standards maintained hereunder.

  • Audits/Inspections Contractor agrees to permit the County’s Auditor-Controller or the Auditor- Controller’s authorized representative (including auditors from a private auditing firm hired by the County) access during normal working hours to all books, accounts, records, reports, files, financial records, supporting documentation, including payroll and accounts payable/receivable records, and other papers or property of Contractor for the purpose of auditing or inspecting any aspect of performance under this Contract. The inspection and/or audit will be confined to those matters connected with the performance of the Contract including, but not limited to, the costs of administering the Contract. The County will provide reasonable notice of such an audit or inspection. The County reserves the right to audit and verify the Contractor’s records before final payment is made. Contractor agrees to maintain such records for possible audit for a minimum of three years after final payment, unless a longer period of records retention is stipulated under this Contract or by law. Contractor agrees to allow interviews of any employees or others who might reasonably have information related to such records. Further, Contractor agrees to include a similar right to the County to audit records and interview staff of any subcontractor related to performance of this Contract. Should the Contractor cease to exist as a legal entity, the Contractor’s records pertaining to this Contract shall be forwarded to the County’s project manager.

  • Shareholder Inspection of Stock Records Upon requests from Fund shareholders to inspect stock records, PFPC will notify the Fund and require instructions granting or denying each such request. Unless PFPC has acted contrary to the Fund's instructions, the Fund agrees to release PFPC from any liability for refusal of permission for a particular shareholder to inspect the Fund's shareholder records.

  • Audit and Inspection Rights (a) The City may, at reasonable times, and for a period of up to three (3) years following the date of final performance of Services by the Contractor under this Contract, audit, or cause to be audited, those books and records of the Contractor that are related to the Contractor’s payroll and performance under this Contract. The Contractor agrees to maintain all such books and records at its principal place of business for a period of three

  • Books and Records; Inspection Rights The Borrower will, and will cause each of its Subsidiaries to, keep proper books of record and account in which full, true and correct entries are made of all dealings and transactions in relation to its business and activities. The Borrower will, and will cause each of its Subsidiaries to, permit any representatives designated by the Administrative Agent or any Lender, upon reasonable prior notice, to visit and inspect its properties, to examine and make extracts from its books and records, and to discuss its affairs, finances and condition with its officers and independent accountants, all at such reasonable times and as often as reasonably requested.

  • Books and Records; Inspection and Examination The Borrower will keep accurate books of record and account for itself pertaining to the Collateral and pertaining to the Borrower's business and financial condition and such other matters as the Lender may from time to time request in which true and complete entries will be made in accordance with GAAP and, upon the Lender's request, will permit any officer, employee, attorney or accountant for the Lender to audit, review, make extracts from or copy any and all corporate and financial books and records of the Borrower at all times during ordinary business hours, to send and discuss with account debtors and other obligors requests for verification of amounts owed to the Borrower, and to discuss the Borrower's affairs with any of its directors, officers, employees or agents. The Borrower will permit the Lender, or its employees, accountants, attorneys or agents, to examine and inspect any Collateral, other collateral covered by the Security Documents or any other property of the Borrower at any time during ordinary business hours.

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