Common use of Investigation by Purchaser Clause in Contracts

Investigation by Purchaser. (a) Prior to the Closing, upon reasonable notice from Purchaser to Seller given in accordance with this Agreement, Seller will, and will cause the Company to, afford to the officers, attorneys, accountants or other authorized representatives of Purchaser reasonable access during normal business hours to the facilities and the books and records of the Company so as to afford Purchaser a reasonable opportunity to make, at its sole cost and expense, such review, examination and investigation of the Company as Purchaser may reasonably desire to make, including without limitation a so-called "Phase I" (i.e., documentary review and walk-through site inspection) preliminary environmental evaluation; provided, however, that no borings or other so-called "Phase II" environmental examinations will be performed without Seller's prior written consent, which consent may be given or withheld in Seller's sole discretion. Purchaser will be permitted to make extracts from or to make copies of such books and records as may be reasonably necessary. Prior to the Closing, Seller will furnish to Purchaser, or cause to be furnished to Purchaser, such financial and operating data and other information pertaining to the Company as Purchaser may reasonably request; provided, however, that nothing in this Agreement will obligate Seller to take actions that would unreasonably disrupt the normal course of business of itself, any Post-Closing Affiliate or the Company, violate the terms of any applicable Law or rules of any national stock exchange applicable to it or its Affiliates or any Contract to which any of them is a party or to which any of them or any of their assets are subject (to the extent described in reasonable detail in response to any request for information specified above) or grant access to any of their proprietary or confidential information not related to the Business.

Appears in 2 contracts

Samples: Acquisition Agreement (Collins & Aikman Corp), Acquisition Agreement (Collins & Aikman Corp)

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Investigation by Purchaser. (a) Prior to the Closing, upon reasonable -------------------------- notice from Purchaser Parent (on behalf of itself and Purchaser) to Seller given in accordance with this Agreement, Seller will, and will cause the Company to, afford to the officers, attorneys, accountants or other authorized representatives of Purchaser and Parent reasonable access during normal business hours to the facilities and the books and records of the Company so as to afford Purchaser and Parent a reasonable opportunity to make, at its their sole cost and expense, such review, examination and investigation of the Company as Purchaser and Parent may reasonably desire to make, including without limitation a so-so- called "Phase I" (i.e., documentary review and walk-through site inspection) ---- preliminary environmental evaluation; provided, however, that no borings or other so-called "Phase II" environmental examinations will be performed without Seller's prior written consent, which consent may be given or withheld in Seller's sole discretion. Purchaser and Parent will be permitted to make extracts from or to make copies of such books and records as may be reasonably necessary. Prior to the Closing, Seller will furnish to Parent or Purchaser, or cause to be furnished to Parent or Purchaser, such financial and operating data and other information pertaining to the Company as Parent or Purchaser may reasonably request; provided, however, that nothing in this Agreement will obligate Seller to take actions that would unreasonably disrupt the normal course of business of itself, any Post-Closing Affiliate or the Company, violate the terms of any applicable Law or rules of any national stock exchange applicable to it or its Affiliates or any Contract to which any of them is a party or to which any of them or any of their assets are subject (to the extent described in reasonable detail in response to any request for information specified above) or grant access to any of their proprietary or confidential information not related to the Business.

Appears in 1 contract

Samples: Acquisition Agreement (Collins & Aikman Floor Coverings Inc)

Investigation by Purchaser. (a) Prior to the Closing, upon reasonable notice from Purchaser Parent (on behalf of itself and Purchaser) to Seller given in accordance with this Agreement, Seller will, and will cause the Company to, afford to the officers, attorneys, accountants or other authorized representatives of Purchaser and Parent reasonable access during normal business hours to the facilities facilities, assets and the books and records of the Company Mastercraft Group so as to afford Purchaser and Parent a reasonable opportunity to make, at its their sole cost and expense, such review, examination and investigation of the Company Business as Purchaser and Parent may reasonably desire to make, including without limitation asset appraisals relating to inventory, receivables, fixed assets and other assets and a so-called "Phase I" (i.e.I.E., documentary review and walk-through site inspection) preliminary environmental evaluationevaluations; provided, however, that no borings or other so-called "Phase II" environmental examinations will be performed without Seller's prior written consent, which consent may be given or withheld in Seller's sole discretion. Purchaser and Parent will be permitted to make extracts from or to make copies of such books and records as may be reasonably necessary. Neither Parent nor Purchaser will contact any employee of Seller without the prior written approval of an authorized representative of Seller. Prior to the Closing, Seller will furnish to Parent or Purchaser, or cause to be furnished to Parent or Purchaser, such financial and operating data and other information pertaining to the Company Business as Parent or Purchaser may reasonably request; provided, however, that nothing in this Agreement will obligate Seller to take actions that would unreasonably disrupt the normal course of business of itself, itself or any Post-Closing Affiliate or the Companyof its Affiliates, violate the terms of any applicable Law or rules of any national stock exchange applicable to it or its Affiliates or any Contract or agreement to which any of them is a party or to which any of them or any of their assets are subject (to the extent described in reasonable detail in response to any request for information specified above) subject, or grant access to any of their proprietary or confidential information not related to the Businessinformation.

Appears in 1 contract

Samples: Mastercraft Group (Collins & Aikman Corp)

Investigation by Purchaser. (a) Prior to the Closing, upon reasonable notice from Purchaser Parent (on behalf of itself and Purchaser) to Seller given in accordance with this Agreement, Seller will, and will cause the Company to, afford to the officers, attorneys, accountants or other authorized representatives of Purchaser and Parent reasonable access during normal business hours to the facilities and the books and records of the Company so as to afford Purchaser and Parent a reasonable opportunity to make, at its their sole cost and expense, such review, examination and investigation of the Company as Purchaser and Parent may reasonably desire to make, including without limitation a so-called "Phase I" (i.e., documentary review and walk-through site inspection) preliminary environmental evaluation; provided, however, that no borings or other so-called "Phase II" environmental examinations will be performed without Seller's prior written consent, which consent may be given or withheld in Seller's sole discretion. Purchaser and Parent will be permitted to make extracts from or to make copies of such books and records as may be reasonably necessary. Prior to the Closing, Seller will furnish to Parent or Purchaser, or cause to be furnished to Parent or Purchaser, such financial and operating data and other information pertaining to the Company as Parent or Purchaser may reasonably request; provided, however, that nothing in this Agreement will obligate Seller to take actions that would unreasonably disrupt the normal course of business of itself, any Post-Closing Affiliate or the Company, violate the terms of any applicable Law or rules of any national stock exchange applicable to it or its Affiliates or any Contract to which any of them is a party or to which any of them or any of their assets are subject (to the extent described in reasonable detail in response to any request for information specified above) or grant access to any of their proprietary or confidential information not related to the Business.

Appears in 1 contract

Samples: Acquisition Agreement (Collins & Aikman Corp)

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Investigation by Purchaser. (a) Prior to the Closing, upon reasonable notice from Purchaser to Seller given in accordance with this Agreement, Seller will, and will cause the Company to, afford to the officers, attorneys, accountants or other authorized representatives of Purchaser reasonable access during normal business hours to the facilities and the books and records of the Company so as to afford Purchaser a reasonable opportunity to make, at its sole cost and expense, such review, examination and investigation of the Company as Purchaser may reasonably desire to make, including without limitation a so-called "Phase I" (i.e., documentary review and walk-through site inspection) preliminary environmental evaluation; provided, however, that no borings or other so-called "Phase II" environmental examinations will be performed without Seller's prior written consent, which consent may be given or withheld in Seller's sole discretion. Purchaser will be permitted to make extracts from or to make copies of such books and records as may be reasonably necessary. Prior to the Closing, Seller will furnish to Purchaser, or cause to be furnished to Purchaser, such financial and operating data and other information pertaining to the Company as Purchaser may reasonably request; provided, however, that nothing in this Agreement will obligate Seller to take actions that would unreasonably disrupt the normal course of business of itself, any Post-Closing Affiliate or the Company, violate the terms of any applicable Law or rules of any national stock exchange applicable to it or its Affiliates or any Contract to which any of them is a party or to which any of them or any of their assets are subject (to the extent described in reasonable detail in response to any request for information specified above) or grant access to any of their proprietary or confidential information not related to the Business.of

Appears in 1 contract

Samples: Acquisition Agreement (Imperial Home Decor Group Holdings I LTD)

Investigation by Purchaser. (a) Prior to the Closing, upon reasonable notice from Purchaser to Seller given in accordance with this Agreement, Seller will, and Parent will cause the Company to, Seller to afford to the officers, attorneys, accountants or other authorized representatives of Purchaser reasonable access during normal business hours to the facilities facilities, assets and the books and records of the Company Business so as to afford Purchaser a reasonable opportunity to make, at its their sole cost and expense, such review, examination and investigation of the Company Business as Purchaser may reasonably desire to make, including without limitation a provided, however, no so-called "Phase I" (i.e., documentary review and walk-through site inspection) preliminary environmental evaluation; provided, however, that evaluation and no borings or other so-called "Phase II" environmental examinations will be performed without SellerParent's prior written consent, consent which consent may be given or withheld in SellerParent's sole discretion. Purchaser will be permitted to make extracts from or to make copies of such books and records as may be reasonably necessary. Purchaser will not contact any employee of Seller or Parent without the prior approval of an authorized representative of Parent. Prior to the Closing, Seller Parent will furnish to Purchaser, or cause to be furnished to Purchaser, such financial and operating data and other information pertaining to the Company Business as Purchaser may reasonably request; provided, however, that nothing in this Agreement will obligate Parent or Seller to take actions that would unreasonably disrupt the normal course of business of itself, any Post-Closing Affiliate or the Companytheir businesses, violate the terms of any applicable Law or rules of any national stock exchange applicable to it contract or its Affiliates or any Contract agreement to which any of them Parent or Seller is a party or to by which any of them Parent or Seller or any of their assets are subject (to the extent described in reasonable detail in response to any request for information specified above) subject, or grant access to any of their proprietary or confidential information information. The covenants set forth in this Section 3.1 will not related to survive the BusinessClosing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mestek Inc)

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