Common use of ACCESS AND COOPERATION; DUE DILIGENCE Clause in Contracts

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Date, each COMPANY will afford to the officers and authorized representatives of VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of such COMPANY's sites, properties, books and records and will furnish VPI with such additional financial and operating data and other information as to the business and properties of such COMPANY as VPI or the Other Founding Companies may from time to time reasonably request. Each COMPANY will reasonably cooperate with VPI and the Other Founding Companies and their respective representatives, including VPI's auditors and counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPI, the NEWCOS, the STOCKHOLDERS and the COMPANIES shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 2 contracts

Samples: Agreement and Plan of Organization (Vacation Properties International Inc), Agreement and Plan of Organization (Vacation Properties International Inc)

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ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Consummation Date, each the COMPANY will afford to the officers and authorized representatives of VPI VESTCOM and the Other other Founding Companies (including the Underwriters and their counsel) access to all of such the COMPANY's 'S key employees, sites, properties, books and records during regular business hours 56 and will furnish VPI VESTCOM with such additional financial and operating data and other information as to the business and properties of such the COMPANY as VPI VESTCOM or the Other other Founding Companies may from time to time reasonably request. Each The COMPANY will reasonably cooperate with VPI VESTCOM and the Other other Founding Companies Companies, and their respective VESTCOM'S and the other Founding Companies' representatives, including VPI's auditors and counsel, counsel in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPIVESTCOM, the NEWCOSNEWCO, the STOCKHOLDERS party hereto and the COMPANIES shall COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI VESTCOM will cause each of the Other Founding Companies other than the COMPANY to enter into a provision similar identical to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents Company to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vestcom International Inc)

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Date, each COMPANY will afford to the officers and authorized representatives of VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of such COMPANY's sites, properties, books and records and will furnish VPI with such additional financial and operating data and other information as to the business and properties of such COMPANY as VPI or the Other Founding Companies may from time to time reasonably request. Each COMPANY will reasonably cooperate with VPI and the Other Founding Companies and their respective representatives, including VPI's auditors and counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPI, the NEWCOS, the STOCKHOLDERS and the COMPANIES each COMPANY shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Vacation Properties International Inc)

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Date, each COMPANY the Company and the Subsidiary will afford to the officers officers, directors and authorized representatives of VPI and the Other Founding Companies (including the Underwriters and their counsel) Clarant reasonable access during normal business hours to all of such COMPANYthe Company's and its Subsidiaries' sites, properties, books and records and will furnish VPI Clarant with such additional financial and operating data and other information as to the business Business and properties and assets of such COMPANY the Company and its Subsidiaries as VPI or the Other Founding Companies Clarant may from time to time reasonably request. Each COMPANY The Company and the Subsidiary will reasonably cooperate with VPI Clarant and the Other Founding Companies and their respective its representatives, including VPIClarant's auditors and counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required the transactions contemplated by this Agreement. VPIClarant, Newco, the NEWCOS, the STOCKHOLDERS Stockholders and the COMPANIES shall Company and its Subsidiaries will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section Article 14 hereof. In addition, VPI Clarant will cause each of the Other Agreements, binding each of the Other Founding Companies Companies, to enter into contain a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp)

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Date, each the COMPANY will afford to the officers and authorized representatives of VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of such the COMPANY's sites, properties, books and records and will furnish VPI with such additional financial and operating data and other information as to the business and properties of such the COMPANY as VPI or the Other Founding Companies may from time to time reasonably request. Each The COMPANY will reasonably cooperate with VPI and the Other Founding Companies and their respective representatives, including VPI's auditors and counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPI, the NEWCOS, the STOCKHOLDERS and the COMPANIES COMPANY shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Vacation Properties International Inc)

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Date, each COMPANY will afford to the officers and authorized representatives of VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of such COMPANY's sites, properties, books and records and will furnish VPI with such additional financial and operating data and other information as to the business and properties of such COMPANY as VPI or the Other Founding Companies may from time to time reasonably request. Each COMPANY will reasonably cooperate with VPI and the Other Founding Companies and their respective representatives, including VPI's auditors and counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPI, the NEWCOS, the STOCKHOLDERS and the COMPANIES shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.this

Appears in 1 contract

Samples: Agreement and Plan of Organization (Vacation Properties International Inc)

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ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Date, each the COMPANY will afford to the officers and authorized representatives of VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of such the COMPANY's sites, properties, books and records and will furnish VPI with such additional financial and operating data and other information as to the business and properties of such the COMPANY as VPI or the Other Founding Companies may from time to time reasonably request. Each The COMPANY will reasonably cooperate with VPI and the Other Founding Companies and their respective representatives, including VPI's auditors and counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPI, the NEWCOSNEWCO, the STOCKHOLDERS STOCKHOLDER and the COMPANIES COMPANY shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Vacation Properties International Inc)

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Consummation Date, each the COMPANY will afford to the officers and authorized representatives of VPI VESTCOM and the Other other Founding Companies (including the Underwriters and their counsel) access to all of such the COMPANY's 'S key employees, sites, properties, books and records during regular business hours and will furnish VPI VESTCOM with such additional financial and operating data and other information as to the business and properties of such the COMPANY as VPI VESTCOM or the Other other Founding Companies may from time to time reasonably request. Each The COMPANY will reasonably cooperate with VPI VESTCOM and the Other other Founding Companies Companies, and their respective VESTCOM'S and the other Founding Companies' representatives, including VPI's auditors and counsel, counsel in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPIVESTCOM, the NEWCOSNEWCO, the STOCKHOLDERS party hereto and the COMPANIES shall COMPANY will treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI VESTCOM will cause each of the Other Founding Companies other than the COMPANY to enter into a provision similar identical to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents Company to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vestcom International Inc)

ACCESS AND COOPERATION; DUE DILIGENCE. (a) Between the date of this Agreement and the Closing Date, each COMPANY will afford to the officers and authorized representatives of VPI and the Other Founding Companies (including the Underwriters and their counsel) access to all of such COMPANY's sites, properties, books and records and will furnish VPI with such additional financial and operating data and other information as to the business and properties of such COMPANY as VPI or the Other Founding Companies may from time to time reasonably request. Each COMPANY will reasonably cooperate with VPI and the Other Founding Companies and their respective representatives, including VPI's auditors and counsel, in the preparation of any documents or other material (including the Registration Statement) which may be required in connection with any documents or materials required by this Agreement. VPI, the NEWCOS, the STOCKHOLDERS and the COMPANIES each COMPANY shall treat all information obtained in connection with the negotiation and performance of this Agreement or the due diligence investigations conducted with respect to the Other Founding Companies as confidential in accordance with the provisions of Section 14 hereof. In addition, VPI will cause each of the Other Founding Companies to enter into a provision similar to this Section 7.1 requiring each such Other Founding Company, its stockholders, directors, officers, representatives, employees and agents to keep confidential any information regarding the COMPANY obtained by such Other Founding Company.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Vacation Properties International Inc)

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