Due Inquiry definition

Due Inquiry means any and all inquiry, investigation and analysis which a prudent Person would undertake and complete with diligence with the intent of coming to a reasonable understanding of facts or circumstances, and shall include, where appropriate, a review of relevant records in such Person’s possession and inquiry of appropriate employees, officers and directors, and shall mean such inquiry, investigation, and analysis has occurred as of the Effective Date and as of the date of each supplement provided pursuant to Section 5.01(a) or 5.01(k).

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Due Inquiry with respect to any matter means inquiry of and consultations with (A) the directors and officers of such Person and other individuals that have a similar position or have similar powers and duties as such officers and directors, (B) other employees of and the advisors to such Person, including legal counsel and outside auditors who have principal responsibility for the matter in question or are otherwise likely to have information relevant to the matter, and (C) the stockholders owning more than 10% of the equity interests, by vote or value, of such Person.

Due Inquiry means any and all inquiry, investigation and analysis in the ordinary course of business of relevant records in a Person’s possession and internal inquiry of appropriate employees, consultants, officers, directors, and direct reports of such Person.

Examples of Due Inquiry in a sentence

There are no disputes presently subject to grievance procedure, arbitration or litigation under any of the collective bargaining agreements, employment contracts or employee welfare or incentive plans to which any Loan Party is a party, and there are no strikes, lockouts, work stoppages or slowdowns, or, to the best knowledge of each Borrower, after Due Inquiry, jurisdictional disputes or organizing activities occurring or threatened which alone or in the aggregate could have a Material Adverse Effect.
The Loan Parties each conduct their respective businesses without infringement or, to the Borrower’s knowledge, after Due Inquiry, claim of infringement of any trademark, trade name, trade secret, service ▇▇▇▇, patent, copyright, license or other intellectual property rights of any other Person (which is not a Loan Party), except where such infringement or claim of infringement could not have a Material Adverse Effect.
With respect to each Private Fund, no claims have been or are being asserted by any Taxing Authorities with respect to any Taxes and, to the knowledge of the Company and each Partner after Due Inquiry, there are no threatened claims for Taxes.
There is no infringement or, to the Borrower’s knowledge, after Due Inquiry, claim of infringement by others of any material trademark, trade name, trade secret, service ▇▇▇▇, patent, copyright, license or other intellectual property right of the Borrower or any of the other Loan Parties.
There is no litigation pending or, to its knowledge after Due Inquiry, threatened against Buyer which would prevent or hinder the consummation of the transactions contemplated by this Agreement.

More Definitions of Due Inquiry

Due Inquiry means any and all inquiry, investigation and analysis which a prudent Person would undertake and complete with diligence with the intent of coming to an understanding appropriate to the scope of importance of the subject to which the inquiry relates.

Due Inquiry means that the Borrower, consistent with good commercial or customary practice, has caused to be made by a responsible officer or agent of the Borrower appropriate inquiry among those directors, officers, employees, agents, accountants and attorneys for the Borrower who might reasonably be expected to have knowledge of the particular matter and, when such matter includes the condition of the Collateral, the Premises or other facility, has further undertaken appropriate inquiries into the present and past ownership and uses thereof.

Due Inquiry means that Selling Parties have made inquiry of all of Seller's executives, corporate officers and directors and any employee or agent of Seller with responsibility for environmental matters.

Due Inquiry when used in relation to the Company, means after inquiries have been made of the appropriate officers, employees and directors of the Company who may reasonably be expected to have knowledge of facts which are material with respect to the fact in question;

Due Inquiry means reasonable inquiry into any particular fact or matter as would reasonably be expected to become aware of such fact or other matter in the course of (i) carrying out the duties of the person as an officer and director of the Company or (ii) conducting a reasonable investigation concerning the existence of such fact or other matter.

Due Inquiry means due inquiry among the officers, executives and state and regional managers of the Company.

Due Inquiry means: • review of the financial statements and other financial information (including the pro forma balance sheet, pro forma statements of operations and annual projections of operating budget and cash flow budget) of or with respect to the Borrower and its consolidated subsidiaries referred to in Section 4.05 of the Credit Agreement; • review of the material terms of the facilities provided under the Credit Agreement, as set forth in the Loan Documents, and of the other financings in the Transactions; and • inquiring of other responsible officers of the Borrower with respect to (i) estimated levels of cash and working capital to be required following the consummation of the Transactions, (ii) liabilities, if any, not reflected in the financial statements (including the notes thereto) and other financial information referred to in Section 4.05 of the Credit Agreement and (iii) such other matters as, and in each case to the extent, the Chief Financial Officer deems, in his discretion, to be necessary or desirable in connection with the certifications made in the Certificate to which this Annex A is attached.