Common use of Preparation; Reasonable Investigation Clause in Contracts

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunder, the Company will give the Selling Holders and the underwriters, if any, and their respective counsel and accountants, access to its financial and other records, pertinent corporate documents and properties of the Company and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 9 contracts

Samples: Registration Rights Agreement (Freescale Semiconductor Inc), Registration Rights Agreement (Freescale Semiconductor Inc), Registration Rights Agreement (Motorola Inc)

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Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and Holder, in the underwriterscase of registration of Registrable Shares pursuant to Section 11(b), its underwriters or agents, if any, and their its respective counsel and accountants, accountants reasonable access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders Holder's and such underwriters underwriters' or their agents' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 9 contracts

Samples: Restructuring Agreement (Snyder International Brewing Group LLC), Restructuring Agreement (Frederick Brewing Co), H) (Snyder International Brewing Group LLC)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares Eligible Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders Investors and the underwriters, if any, and their respective counsel and accountants, drafts of such registration statement for their review and comment prior to filing and such reasonable and customary access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers officers, counsel and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders Investors and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 4 contracts

Samples: Registration Rights Agreement (Prime Group Realty Trust), Registration Rights Agreement (Prime Group Realty Trust), Registration Rights Agreement (Vornado Realty Trust)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares Eligible Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders and the underwriters, if any, and their respective counsel and accountants, drafts of such registration statement for their review and comment prior to filing and such reasonable and customary access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act, subject in all cases to mutually acceptable confidentiality arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (CBL & Associates Properties Inc), Registration Rights Agreement (CBL & Associates Properties Inc), Registration Rights Agreement (CBL & Associates Properties Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunder, the Company Holdings will give the Selling Holders and the underwriters, if any, and their respective counsel and accountants, access to its financial and other records, pertinent corporate documents and properties of the Company Holdings and such opportunities to discuss the business of the Company Holdings with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (Expressjet Holdings Inc), Registration Rights Agreement (Expressjet Holdings Inc), Registration Rights Agreement (Expressjet Holdings Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares Registration Statement under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and holders of Registrable Securities registered under the underwritersRegistration Statement, if anythe opportunity to participate in the preparation of such registration statement, each prospectus included therein or filed with the Commission, and their respective counsel each amendment thereof or supplement thereto, and accountants, will give each of them such access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, necessary to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (Identica Holdings Corp), Registration Rights Agreement (Advanced Optics Electronics Inc), Registration Rights Agreement Registration Rights Agreement (Lakota Technologies Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and the underwriters, if anyHolders, and their respective counsel and accountants, the opportunity to participate in the preparation of such registration statement, each prospectus included therein or filed with the Commission, and each amendment thereof or supplement thereto, and will give it such access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective Holders' counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Torch Offshore Inc), Registration Rights Agreement (Torch Offshore Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and the Shareholder, its underwriters, if any, and their respective counsel and accountantsaccountants reasonable opportunity to participate in the preparation of such registration statement, each prospectus included therein or filed with the Commission, and each amendment thereof or supplement thereto and will give each of them such access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counselCompany, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Registration Rights and Shareholder Agreement (International Textile Group Inc), Registration Rights and Shareholder Agreement (Culp Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement Registration Statement registering the Shares Investor Registrable Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders such Investor and the underwriters, if any, and their respective counsel and accountants, drafts of such Registration Statement for their review and comment prior to filing and such access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders such Investor and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Investor Rights Agreement (Silvergate Capital Corp), Investor Rights Agreement (Silvergate Capital Corp)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares Eligible Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders Investor and the underwriters, if any, and their respective counsel and accountants, drafts of such registration statement for their review and comment prior to filing and such reasonable and customary access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders Investor and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Incidental Registration Rights Agreement (Macerich Co), Incidental Registration Rights Agreement (Macerich Co)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares Shelf Registration under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders Issuee and its counsel the underwritersopportunity to participate in the preparation of such registration statement, if anyeach prospectus included therein or filed with the Commission, and their respective counsel each amendment thereof or supplement thereto, and accountants, will give each of them such access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers officers, its counsel and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective Issuee’s counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Pan Pacific Retail Properties Inc), Registration Rights Agreement (Pan Pacific Retail Properties Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares Eligible Securities or Other Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling all Holders and the underwriters, if any, and their respective counsel and accountants, such reasonable and customary access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers directors, officers, employees, counsel and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders any Holder and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (West Teleservices Corp), Registration Rights Agreement (West Gary L)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders and Holders, the underwriters, if any, and their respective counsel and accountants, the reasonable opportunity to participate in the preparation of such registration statement, each prospectus included therein or filed with the Commission and each amendment thereof or supplement thereto, and will give each of them such reasonable access to its financial books and other records, pertinent corporate documents and properties of the Company records and such reasonable opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, necessary to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Jfax Com Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and the underwritersof Registrable Securities to be registered under such registration statement, their underwriters or agents, if any, and their respective counsel and accountants, accountants reasonable access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders such Holders' and such underwriters underwriters' or their agents' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Employment Agreement (America West Airlines Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement Registration Statement registering the Shares Investor’s Registrable Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders Investor and the underwriters, if any, and their respective counsel and accountants, drafts of such Registration Statement for their review and comment prior to filing and such reasonable and customary access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders Investor and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act, subject in all cases to mutually acceptable confidentiality arrangements.

Appears in 1 contract

Samples: Investor Rights Agreement (Avenue Financial Holdings, Inc.)

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Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and holders of Registrable Securities registered under such registration statement the underwritersopportunity to review such registration statement, if anyeach prospectus included therein or filed with the Commission, and their respective counsel and accountantsand, access to its financial and other recordsthe extent practicable, pertinent corporate documents and properties of the Company each amendment thereof or supplement thereto, and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counselholders, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Nashville Country Club Inc)

Preparation; Reasonable Investigation. In connection with ------------------------------------- the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunder, the Company will give the Selling Holders and the underwritersunderwritters, if any, and their respective counsel and accountants, access to its financial and other records, pertinent corporate documents and properties of the Company and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Ixnet Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement Registration Statement registering the Shares Investors’ Registrable Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders such Investors and the underwriters, if any, and their respective counsel and accountants, drafts of such Registration Statement for their review and comment prior to filing and such access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders such Investors and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Silvergate Capital Corp)

Preparation; Reasonable Investigation. In connection with ------------------------------------- the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and the underwriters, if any, and their respective counsel and accountants, such reasonable and customary access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business business, financial condition and results of operations of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (New York Farm Bureau Service Co Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement Registration Statement registering the Shares Registrable Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling Holders 2018 Investors and the underwritersUnderwriters, if any, and their respective counsel and accountants, drafts of such Registration Statement for their review and comment prior to filing and such access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders such 2018 Investors and such underwriters Underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Silvergate Capital Corp)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares Eligible Securities under the Securities Act and each sale of the Shares thereunderAct, the Company will give the Selling all Holders and the underwriters, if any, and their respective counsel and accountants, such reasonable and customary access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers directors, officers, employees, counsel and the independent public accountants accountants, who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders any Holder and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Styles on Video Inc)

Preparation; Reasonable Investigation. In connection with --------- ------------------------------------- the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunder, the Company will give the Selling Holders and the underwriters, if any, and their respective counsel and accountants, access to its financial and other records, pertinent corporate documents and properties of the Company and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Osca Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunder, the Company Propel will give the Selling Holders and the underwriters, if any, and their respective counsel and accountants, access to its financial and other records, pertinent corporate documents and properties of the Company Propel and such opportunities to discuss the business of the Company Propel with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders and such underwriters or their respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Form of Registration Rights Agreement (Propel Inc)

Preparation; Reasonable Investigation. In connection with the preparation and filing of each registration statement registering the Shares under the Securities Act and each sale of the Shares thereunderpursuant to this Agreement, the Company will give the Selling Holders and the underwritersParticipating Holders, their Securities Underwriters or agents, if any, and their respective counsel and accountants, reasonable access to its financial books and other records, pertinent corporate documents and properties of the Company records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of the Selling Holders such Holders' and such underwriters Securities Underwriters' or their agents' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Tokheim Corp)

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