Initial Due Diligence Clause Samples

Initial Due Diligence. (a) In respect of each Unit to be Refurbished, at any time prior to the MCR Decision Date of such Unit, the Generator will permit the Counterparty and the Counterparty’s Representatives, on an Open Book Basis, to monitor and be fully- informed of the matters related to the Refurbishment, the Generator’s preparations for Refurbishment and the Generator’s preparation of a final Basis of Estimate Report, including by: (i) in respect of the process of developing the Basis of Estimate Report for each Unit up to its finalization at the applicable Refurbishment Lock-in Date; (A) giving the Counterparty reasonable advance notice in the circumstances of and permitting the Counterparty’s Representatives to attend and observe, either in person or by conference call, meetings of the BP EPRB and any other formal meetings of officers of the Generator or personnel of the Generator’s project management and construction organization in respect of the Unit to be Refurbished that would reasonably be expected to be relevant to the Counterparty to understand and verify the matters contemplated by Sections 2.1 to 2.10, inclusive; and (B) in addition to the meetings referred to in (A), and without any obligation on the Generator to provide notice thereof, the Counterparty’s Representatives may attend and observe, either in person or by conference call, any other meetings in respect of the Unit to be Refurbished that would reasonably be expected to be relevant to the Counterparty to understand and verify the matters contemplated in Sections 2.1 to 2.10; provided, however, the Counterparty will not be permitted to attend or receive notice of: (X) meetings of the directors of the general partner of the Generator (or any committees thereof) or meetings of the investors of the Generator, including any of its Limited Partners, current lenders or potential investors, partners or lenders; (Y) meetings for the purpose of preparing materials for the persons referred to in (X) or for meetings of persons referred to in (X); or (Z) meetings of the officers of the Generator unless there is a specific planned agenda item relating to the Unit to be Refurbished and the matters contemplated by Sections 2.1 to 2.10; (ii) permitting the Counterparty to receive all information, disclosure and meeting materials related to the meetings that the Counterparty is permitted to attend pursuant to Section 3.2(a)(i), and any other information relating to each Basis of Estimate Report; (iii) promptly providin...