Information Prior to Closing Clause Examples
Information Prior to Closing. (a) Subject to the provisions of Section 5.6 and Applicable Law and the confidentiality obligations set forth in the Confidentiality Agreement, between the date hereof and the earlier of the Closing Date and the termination of this Agreement in accordance with its terms, MLIM Parent shall, and shall cause the MLIM Controlled Affiliates to, and BlackRock shall, and shall cause the BlackRock Controlled Affiliates to, instruct their respective management personnel to reasonably cooperate with the other party and its representatives during normal business hours and provide the other party and its accountants, employees, attorneys and other representatives acting on behalf of the other party with reasonable access during normal business hours to, and permit such Persons to review, their respective properties, books, Contracts, accounts and records, and shall provide such other information to the other party and its representatives as they may reasonably request; provided that any such access and review shall be granted and conducted in such manner as not to interfere unreasonably with the conduct of the business of the MLIM Companies, or BlackRock and the BlackRock Companies, as applicable.
(b) Between the date hereof and the earlier of the Closing Date and the termination of this Agreement in accordance with its terms, each of MLIM Parent and BlackRock shall provide the other party on a monthly basis promptly as they become available copies of all regularly prepared monthly financial state- ments and reports of the MLIM Business or BlackRock, as appropriate, including statements of operations and balance sheets.
(c) Between the date hereof and until the earlier of the Closing Date and the termination of this Agreement in accordance with its terms, MLIM Parent shall, and shall use its commercially reasonable efforts to cause the MLIM Controlled Affiliates to, cooperate with BlackRock in its efforts to comply with the Laws affecting public companies in the United States, including the Sxxxxxxx-Xxxxx Act, to the extent that such compliance involves the MLIM Companies. In furtherance (and not in limitation) of the foregoing, between the date of this Agreement and the Closing Date, MLIM Parent shall, and shall use its commercially reasonable efforts to cause the MLIM Controlled Affiliates to, permit representatives of BlackRock acting on behalf of BlackRock to meet with officers of the MLIM Companies responsible for the Financial Statements and the Internal Control...
Information Prior to Closing. From the date hereof to and including the Closing Date, Seller shall cause the Companies and the Companies’ Subsidiaries to make the management and other employees of the Companies and the Companies’ Subsidiaries reasonably available to the Buyers and certain of their authorized representatives and provide the Buyers and their accountants, legal counsel and certain of their other authorized representatives (including, in each case and without limitation, the financing sources and their representatives) reasonable access during normal business hours to, and permit such Persons to review, upon a mutually agreed schedule, the properties, books, Contracts, accounts and records of the Companies and Companies’ Subsidiaries, and to provide or assist in providing such other information to the Buyers and certain of its authorized representatives as shall have been reasonably requested by the Buyers or such authorized representatives (including, without limitation, if requested by the Buyers) in order that the Buyers may have the opportunity to make such investigation as they shall desire to make of the affairs of the Companies and the Companies’ Subsidiaries.
Information Prior to Closing. (a) Subject to the provisions of Section 5.6 and Applicable Law and the confidentiality obligations set forth in the Confidentiality Agreement, between the date hereof and the earlier of the Closing Date and the termination of this Agreement in accordance with its terms, MLIM Parent shall, and shall cause the MLIM Controlled Affiliates to, and BlackRock shall, and shall cause the BlackRock Controlled Affiliates to, instruct their respective management personnel to reasonably cooperate with the other party and its representatives during normal business hours and provide the other party and its accountants, employees, attorneys and other representatives acting on behalf of the other party with reasonable access during normal business hours to, and permit such Persons to review, their respective properties, books, Contracts, accounts and records, and shall provide such other information to the other party and its representatives as they may reasonably request; provided that any such access and review shall be granted and conducted in such man-
Information Prior to Closing. During the period from the date ---------------------------- hereof to the Closing Date, MJD and the Company covenant and agree to cause the management of MJD, the Company and the Subsidiaries to be made available to the Buyers and their authorized representatives and provide the Buyers and their accountants, legal counsel and other authorized representatives reasonable access during normal business hours to, and permit such Persons to review, the properties, books, Contracts, accounts and records of the Company and the Subsidiaries, and to provide such other information to the Buyers and their authorized representatives as shall have been reasonably requested by the Buyers or such authorized representatives concerning the Company, any Subsidiary or the assets or business of the Company or any
Information Prior to Closing. Sellers shall provide, and cause each member of the Company Group to provide, Buyer and its Representatives (i) access to, and permit Buyer and its Representatives to review, the Company Group’s properties, assets, Contracts, accounts, books and records, (ii) financial and operating data and any other information relating to the Company Group as Buyer or its Representatives may reasonably request, and (iii) such other information as shall have been reasonably requested by Buyer or its Representatives for purposes of consummating the Transaction. Sellers shall instruct the employees, counsel and advisors of the Company Group to reasonably cooperate with Buyer in its investigation of the Company Group. Notwithstanding any provision of this Agreement to the contrary, (i) Buyer shall use all commercially reasonable best efforts to comply with all applicable Laws, including COVID-19 Measures, when carrying out any such investigations and accessing the Company Group’s properties and assets, and (ii) no Seller nor any member of the Company Group shall be required to provide access to or disclose information to Buyer or its Representatives where such access or disclosure would jeopardize the solicitor-client privilege of the Person in control or possession of such information or violate any applicable Law (including any applicable Law regarding the privacy of customers); provided, that Sellers shall inform Buyer of the general nature of the document or information being withheld and reasonably cooperate with Buyer to provide such document or information in a manner that would not result in the loss or waiver of such privilege or violation of such applicable Law, or unless such access or disclosure can be provided pursuant to a joint defense, common interest or similar agreement.
Information Prior to Closing. From the date hereof to and including the Closing Date, Seller shall cause the Companies and the Companies’ Subsidiaries to make the management and other employees of the Companies and the Companies’ Subsidiaries reasonably available to Buyer and the Buyer Subsidiaries and certain of their authorized representatives and provide Buyer and the Buyer Subsidiaries and their accountants, legal counsel and certain of their other authorized representatives (including, in each case and without limitation, financing sources and their representatives) reasonable access during normal business hours to, and permit such Persons to review, upon a mutually agreed schedule, the properties, books, Contracts, accounts and records of the Companies and Companies’ Subsidiaries, and to provide or assist in providing such other information to Buyer and Buyer Subsidiaries and certain of their authorized representatives as shall have been reasonably requested by Buyer or the Buyer Subsidiaries or such authorized representatives (including, without limitation, if requested by Buyer or the Buyer Subsidiaries) in order that Buyer and the Buyer Subsidiaries may have the opportunity to make such investigation as they shall desire to make of the affairs of the Companies and the Companies’ Subsidiaries.
Information Prior to Closing. From the date hereof to and including the Closing Date, the Company Group will make the management and other Employees of the Company Group reasonably available to the Buyer and certain of its authorized representatives (including, in each case and without limitation, financing sources) and provide the Buyer and its accountants, legal counsel and certain of its other authorized representatives reasonable access during normal business hours to, and permit such Persons to review, upon a mutually agreed schedule, the properties, books, contracts, accounts and records of the Company Group, and to provide or assist in providing such other information to the Buyer and certain of its authorized representatives as shall have been reasonably requested by the Buyer or such authorized representatives (including, without limitation, if requested by the Buyer (i) facilitating contact between the Buyer and the Company Group’s Employees, accountants and consultants and other Persons (including material customers) with whom the Company Group have meaningful business relationships and (ii) shall use reasonable best efforts to cause the Company Group’s accountants to make available to the Buyer and its authorized representatives all of such accountants’ existing workpapers relating to the audit of the Company’s accounts) in order that the Buyer may have the opportunity to make such investigation as they shall desire to make of the affairs of the Company Group.
Information Prior to Closing. During the period from the date hereof to the Closing Date, the Company covenants and agrees to cause the management of the Company and the Subsidiaries to be made available to the Buyers and their authorized representatives and provide the Buyers and their accountants, legal counsel and other authorized representatives reasonable access during normal business hours to, and permit such Persons to review, the properties, books, Contracts, accounts and records of the Company and the Subsidiaries, and to provide such other information to the Buyers and their authorized representatives as shall have been reasonably requested by the Buyers or such authorized representatives concerning the Company, any Subsidiary or the assets or business of the Company or any Subsidiary. The rights of the Buyers under this Section shall not be exercised in such a manner as to interfere unreasonably with the conduct of the business of the Company or any Subsidiary.
Information Prior to Closing. From the date hereof to and including the Closing Date, Seller shall make the management and other employees of the Business reasonably available to Buyer and certain of its authorized representatives and provide Buyer and its accountants, legal counsel and certain of its other authorized representatives (including, in each case and without limitation, financing sources and their representatives) reasonable access during normal business hours to, and permit such Persons to review, upon a mutually agreed schedule, the properties, books, Contracts, accounts and records of the Business, and to provide or assist in providing such other information to Buyer and certain of its authorized representatives as shall have been reasonably requested by Buyer or such authorized representatives (including, without limitation, if requested by Buyer) in order that Buyer may have the opportunity to make such investigation as its shall desire to make of the affairs of the Business.
Information Prior to Closing. During the period from the date hereof to the Closing Date, Sellers will cause TDI to make the management of TDI and the Subsidiaries available to Buyer and its authorized represen tatives and provide Buyer and its accountants, legal counsel and other authorized representatives reasonable access during normal business hours to, and permit such Persons to review, the properties, books, Contracts, accounts and records of TDI and the Subsidiaries, and to provide such other information to Buyer and its authorized representatives as shall have been reasonably requested by Buyer or such authorized representatives concerning TDI or any Subsidiary. The rights of Buyer under this Section shall not be exercised in such a manner as to interfere unreasonably with the conduct of the business of TDI or any Subsidiary.