Reasonable Inspection Sample Clauses
The Reasonable Inspection clause establishes the right and obligation of a party, typically a buyer or lessee, to examine goods, property, or work before final acceptance. In practice, this means the inspecting party can review the quality, quantity, or condition of the subject matter within a reasonable timeframe and under reasonable conditions, such as during normal business hours or before closing a transaction. This clause ensures that the party receives what was promised and provides an opportunity to identify defects or non-conformities, thereby reducing the risk of disputes and promoting transparency in the transaction.
POPULAR SAMPLE Copied 2 times
Reasonable Inspection. (a) After Closing, Owner, Operating Lessee and Wyndham Manager shall afford Purchaser and its agents and representatives reasonable access to their books of account, financial and other records, information, employees and auditors to the extent such items and contact with such persons relate solely to any Property and to the extent necessary in connection with any audit or any other reasonable business purpose relating to the Properties (other than materials subject to the attorney-client privilege); provided that: (i) any such access by Purchaser shall not unreasonably interfere with the conduct of Owner’s, Operating Lessee’s or Wyndham Manager’s business; (ii) Purchaser shall indemnify, defend and hold Owner, Operating Lessee or Wyndham Manager, as the case may be, harmless from and against any liability, claim, damage or expense, including reasonable attorneys’ fees, incurred by Owner, Operating Lessee, or Wyndham Manager, to the extent arising from Purchaser’s exercise of its rights under this Section 6.8(a); and (iii) Purchaser shall keep and cause its manager and its Affiliates and their respective agents and representatives to keep the information contained in such records confidential in accordance with Section 8.5.
(b) After Closing, Purchaser shall afford Owner, Operating Lessee and Wyndham Manager and their agents and representatives reasonable access to its books of account, financial and other records, information, employees and auditors to the extent such items and contact with such persons relate solely to a Property prior to the Closing and to the extent necessary in connection with any audit or any other reasonable business purpose relating to the Property (other than materials subject to the attorney-client privilege); provided that: (i) any such access by Owner, Operating Lessee or Wyndham Manager shall not unreasonably interfere with the conduct of Purchaser’s, its Affiliates’ or its manager’s business; (ii) Owner, Operating Lessee or Wyndham Manager, as the case may be, shall indemnify, defend and hold Purchaser harmless from and against any liability, claim, damage or expense, including reasonable attorneys’ fees, incurred by Purchaser or its Affiliates, to the extent arising from Owner’s, Operating Lessee’s or Wyndham Manager’s exercise of its rights under this Section 6.8(b); and (iii) Owner, Operating Lessee or Wyndham Manager and their Affiliates shall keep and shall cause their respective agents and representatives to keep the in...
Reasonable Inspection. Within thirty (30) business days of a written request by Data Provider, Data Recipient shall allow Data Provider, during Data Recipient’s regular business hours, to conduct a reasonable inspection of Data Recipient’s books, records, agreements, and policies and procedures relating to the use or disclosure of the LDS for the purpose of determining Data Recipient’s compliance with this Agreement.
Reasonable Inspection. (a) Subject to the terms of the Inspection Agreement, prior to Closing, Sellers shall afford Purchaser and its agents and representatives reasonable access to the books of account, financial and other records, information, employees and auditors to the extent such items and contact with such Persons relate to HdC; provided that (i) any such access by Purchaser shall not unreasonably interfere with the conduct of Sellers' or HdC Parent's business; and (ii) Purchaser shall exercise commercially reasonable efforts to keep and shall cause its respective agents and representatives to keep the information contained in such records confidential, subject to the requirements of any Laws.
(b) After Closing, Purchaser shall afford Sellers and their agents and representatives reasonable access to its books of account, financial and other records, information, employees and auditors to the extent such items and contact with such Persons relate solely to HdC prior to the Closing and to the extent necessary in connection with any audit or any other reasonable business purpose relating to HdC (other than litigation or investigation of any claim or action by Sellers against Purchaser or its Affiliates, and other than materials subject to the attorney-client privilege); provided that: (i) any such access by Sellers shall not unreasonably interfere with the conduct of Purchaser's or its manager's business; and (ii) Sellers shall exercise commercially reasonable efforts to keep and shall cause their respective agents and representatives to keep the information contained in such records confidential, subject to the requirements of any Laws.
Reasonable Inspection. After Closing, Purchaser shall afford Sellers and their agents and representatives reasonable access to its books of account, financial and other records, information, employees and auditors to the extent such items and contact with such Persons relate solely to HdC prior to the Closing , including relating to the working capital adjustment contemplated in Section 2.2, and to the extent necessary in connection with any audit or any other reasonable business purpose relating to HdC (other than litigation or investigation of any claim or action by Sellers against Purchaser or its Affiliates, and other than materials subject to the attorney-client privilege); provided that: (i) any such access by Sellers shall not unreasonably interfere with the conduct of Purchaser's or its manager's business; and (ii) Sellers shall exercise commercially reasonable efforts to keep and shall cause their respective agents and representatives to keep the information contained in such records confidential.
Reasonable Inspection. Prior to Closing, Seller shall continue to afford Purchaser and its agents and representatives reasonable access to the books of account, financial and other records, information, employees and auditors to the extent such items and contact with such Persons relate to the Hotel, the Seller Membership Interests or the Hotel Owner; provided that (i) any such access by Purchaser shall not unreasonably interfere with the conduct of Hotel Owner’s or Seller’s business; (ii) Purchaser shall exercise shall cause its respective agents and representatives to keep the information contained in such records confidential in accordance with this Agreement; and (iii) Seller shall have no obligation to disclose materials (y) which are protected by attorney-client privilege or (z) to the extent the disclosure thereof would violate confidentiality obligations of Seller, Hotel Owner, Manager or any of their respective Affiliates.
Reasonable Inspection
