General Right of Inspection Sample Clauses

General Right of Inspection. Subject to the Leases, Ground Leases, any restrictions of record and Applicable Laws, the Buyer and its agents shall have the right, prior to the Closing, at reasonable times agreed upon by the Sellers and Buyer after reasonable prior notice to the Sellers (which such reasonable notice shall include verbal notice given by the Buyer to the Sellers not less than twenty-four (24) hours prior to such inspection), to inspect each Property during business hours on Business Days (which, for the avoidance of doubt, does not include sampling, testing or any other intrusive indoor or outdoor investigation of air, surface water, groundwater or soil) and to further examine all applicable records and documents relating to the Property; and to further confirm certain title matters; provided that the Buyer shall not be entitled to perform physical building inspections in respect of the Properties. The Seller has made available to Buyer physical inspection reports and environmental Phase I reports for each Property. The applicable Seller agrees to make available those employees listed on Schedule 7.1 attached hereto to assist the Buyer with such inspections and the Buyer shall have the right to contact and interview such employees, or any other employees the applicable Seller permits the Buyer to contact, with respect to the Properties (collectively, the “Designated Employees”). The Buyer shall give the applicable Seller or its Designated Employees the right to accompany the Buyer or its agents during any such inspections; provided, however, that the Buyer shall be permitted, with the applicable Seller’s consent (not to be unreasonably withheld, conditioned or delayed) to undertake inspections of a Property during business hours on Business Days if the applicable Seller is unable to be present for such inspections or tests. Such inspection shall not unreasonably impede the normal day‑to‑day business operation of such Property, and the Buyer shall maintain confidentiality to the extent set forth in this Agreement. The Buyer hereby indemnifies and agrees to defend and hold the Sellers and Sellers’ Related Entities harmless from all loss, cost (including reasonable attorneys’ fees), claim or damage arising out of (i) the entry on the Property by or any action of, any person or firm entering the Property on the Buyer’s behalf as aforesaid, (ii) any breach by the Buyer of its obligations under this Section 7.1 attached hereto, or (iii) any Liens caused by or on behalf of Buyer...
Sample 1Sample 2Sample 3See All (41)
AutoNDA by SimpleDocs
General Right of Inspection. Prior to Closing, the Buyer and its consultants and agents shall have the right to inspect each Property during business hours on Business Days, including the right to interview (x) the Tenants under Space Leases and (y) the general managers, asset managers, and corporate level officers, directors, officers, employees and agents of each Seller responsible for, or involved with, the management or operation of each Property; provided that (a) the Buyer shall first give the Sellers reasonable advance notification of its intention to conduct any such inspection or interview, (b) the Buyer shall permit a representative of the Sellers to accompany the Buyer and/or its agents during any such inspection or interview if the Sellers shall make such a representative available, and (c) such inspection or interview shall not unreasonably impede the normal day‑to‑day business operation of such Property. The Buyer’s right of inspection of each Property shall be subject to the rights of Tenants. The Sellers shall use commercially reasonable efforts to make available or provide to the Buyer copies of all studies, leases, reciprocal easement agreements, contracts, loan documents, surveys, historical operating statements, operating budgets, billing statements and other financial information, environmental and physical condition reports, zoning reports, material landlord/tenant disputes and material litigation in the Seller’s possession or control related to the Properties. The Buyer hereby indemnifies and agrees to defend and hold the Sellers harmless from all loss, cost (including, without limitation, reasonable attorneys’ fees), claim or damage arising in connection with or from any such inspection by the Buyer or its agents.
Sample 1
General Right of Inspection. Prior to Closing, Buyer and its agents shall have the right to inspect each Property and the books and records relating to each Property and each Company, including the right to undertake such studies of the Properties and physical inspections of the Properties as Buyer deems appropriate and to interview (a) the Tenants under Leases and (b) the general managers, asset managers, and corporate level officers, directors, officers, management-level employees and agents of Seller and each Company responsible for, or involved with, the management or operation of the Properties provided that (i) Buyer shall first give Seller reasonable advance notification of its intention to conduct any such inspection or interview, (ii) Buyers shall permit a representative of Seller to accompany Buyer and/or its agents during any such inspection or interview if Seller shall make such a representative available, and (iii) such inspection or interview shall not unreasonably impede the normal day-to-day business operation of such Property. Buyer’s right of inspection of each Property shall be subject to the rights of the Tenants. Buyer hereby indemnifies and agrees to defend and hold Seller harmless from all loss, cost (including, without limitation, reasonable attorneys’ fees), claim or damage arising in connection with or from any such inspection by Buyer or its agents, except to the extent resulting from the gross negligence or willful misconduct of Seller or the Companies.
Sample 1
General Right of Inspection. In addition to Landowner's rights concerning environmental inspections, Landowner and its agents and representatives shall be entitled to enter upon and inspect the Property at any time during normal business hours and upon prior reasonable notice, provided only that such inspection shall not unreasonably interfere with Lessee's business activities. Lessee reserves the right to require that Landowner be accompanied by a representative of Lessee while on the Property.
Sample 1

Related to General Right of Inspection

  • Right of Inspection At any reasonable time and from time to time upon reasonable notice, permit Administrative Agent or any Bank or any agent or representative thereof to examine and make copies and abstracts from its records and books of account and visit its properties and to discuss its affairs, finances and accounts with the independent accountants of Borrower.

  • Access; Right of Inspection The Collateral Agent shall at all times have full and free access during normal business hours to all the books, correspondence and records of each Grantor, and the Collateral Agent and its representatives may examine the same, take extracts therefrom and make photocopies thereof, and each Grantor agrees to render to the Collateral Agent, at such Grantor’s cost and expense, such clerical and other assistance as may be reasonably requested with regard thereto. The Collateral Agent and its representatives shall at all times also have the right to enter any premises of each Grantor and inspect any property of each Grantor where any of the Collateral of such Grantor granted pursuant to this Agreement is located for the purpose of inspecting the same, observing its use or otherwise protecting its interests therein.

  • Reports and Rights of Inspection The Company will keep, and will cause each Consolidated Subsidiary to keep, proper books of record and account in which full and correct entries will be made of all dealings or transactions of, or in relation to, the business and affairs of the Company or such Consolidated Subsidiary, in accordance with GAAP consistently applied (except for changes disclosed in the financial statements furnished to the Holders pursuant to this SECTION 5.15 and concurred with by the independent public accountants referred to in SECTION 5.15(b) hereof), and will furnish to each Institutional Holder of the then outstanding Notes (in duplicate if so specified below or otherwise requested):

  • Rights of Inspection In order to ensure that the Quality Standards are maintained, Licensor and its authorized agents and representatives shall have the right, but not the obligation, with prior notice to Licensee, to enter upon the premises of any office or facility operated by or for Licensee with respect to Sprint PCS Products and Services and Premium and Promotional Items at all reasonable times, to inspect, monitor and test in a reasonable manner facilities and equipment used to furnish Sprint PCS Products and Services and Premium and Promotional Items and, with prior written notice to Licensee, to inspect the books and records of Licensee in a manner that does not unreasonably interfere with the business and affairs of Licensee, all as they relate to the compliance with the Quality Standards maintained hereunder.

  • Right to Inspect Bank (through any of its officers, employees, or agents) shall have the right, upon reasonable prior notice, from time to time during Borrower’s usual business hours but no more than twice a year (unless an Event of Default has occurred and is continuing), to inspect Borrower’s Books and to make copies thereof and to check, test, and appraise the Collateral in order to verify Borrower’s financial condition or the amount, condition of, or any other matter relating to, the Collateral.

  • Audit, Inspection and Visitation The Adviser shall make available to the Trust during regular business hours all records and other data created and maintained pursuant to the foregoing provisions of this Agreement for reasonable audit and inspection by the Trust or any regulatory agency having authority over the Trust.

  • Environmental Inspection 11 ARTICLE XI................................................................... 12 11.1 Modifications.................................................. 12 ARTICLE XII.................................................................. 13 12.1

  • Visitation, Inspection, Etc The Borrower will, and will cause each of its Subsidiaries to, permit any representative of the Administrative Agent or any Lender, to visit and inspect its properties, to examine its books and records and to make copies and take extracts therefrom, and to discuss its affairs, finances and accounts with any of its officers and with its independent certified public accountants, all at such reasonable times and as often as the Administrative Agent or any Lender may reasonably request after reasonable prior notice to the Borrower.

  • Site Inspection Unless waived by Lender in accordance with Section 8.4, Lender shall have performed, or caused to be performed on its behalf, an on-site due diligence review of each Individual Property to be acquired or refinanced with the Loan, the results of which shall be satisfactory to Lender in Lender’s discretion.

  • Records; Inspection Toshiba and SanDisk shall keep complete, true and accurate books of account and records on its own behalf and on behalf of the Toshiba and SanDisk Affiliates for the purpose of determining the CDP Product Fee amounts, Non-CDP Product Fee amounts, and any amounts payable by Toshiba or SanDisk as applicable pursuant to Section 5.10, under this Agreement. Such books and records shall be kept at Toshiba and SanDisk for at least [*] years following the end of the calendar quarter to which they pertain. Such records will be open for inspection during such [*] year period by an independent auditor who is reasonably acceptable to the parties and agrees to be bound to confidentiality protections of similar scope to those set out in Section 8 hereof, solely for the purpose of verifying statements related to amounts payable hereunder. Such auditor shall be instructed to report only as to whether there is a discrepancy, and if so, the amount of such discrepancy. With reasonable prior notice in writing, such inspections may be made no more than once each calendar year Intermolecular Confidential [*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. during regular business hours (other than during quarter-end or year-end financial closing periods), to the extent not unreasonably hindering any operations of Toshiba and SanDisk. Inspections conducted under this Section shall be at the expense of Intermolecular, unless a variation or error producing an increase exceeding [*] percent ([*]%) of the royalties payable for any period covered by the inspection is established and confirmed in the course of any such inspection, whereupon all reasonable and documented costs relating to the inspection for such period and any unpaid amounts that are discovered will be paid promptly by Toshiba and/or SanDisk, as applicable. Further, if the foregoing inspection indicates a need for a follow-up inspection, Intermolecular will have the right thereafter to conduct additional inspections from time to time within one year (in such case, the scope of the inspection shall be limited to those issues which Intermolecular needs to confirm the implementation of any corrective action therefor). Each party agrees to hold in confidence pursuant to Section 8 all information concerning payments and associated reports, and all information learned in the course of any audit or inspection, except to the extent necessary for that party to reveal such information in order to enforce its rights under this Agreement or if disclosure is required by law.

Time is Money Join Law Insider Premium to draft better contracts faster.