Access to Documents and Premises. From the Execution Date through the Closing Date, Buyer, its counsel, accountants, and other representatives shall, subject to confidentiality covenants made by Seller to third parties and state and federal antitrust laws, have the right to reasonable access to the books and records, facilities and personnel of Seller and each of the Companies, including access by Buyer’s representatives, to the extent possible without waiving any privileges, to information regarding all actions, suits, proceedings or investigations of any kind, now pending or threatened in writing, involving Seller or any of the Companies or Seller’s or any of the Companies’ Affiliates. Any such access shall occur during normal business hours and shall be scheduled by Buyer and Seller following request for access made to Seller. All actions shall be conducted by Buyer and Seller in such a manner as to maximize the retention of all applicable privileges, and Buyer’s representatives shall use their best efforts to conduct their inspection in such a manner as not to be disruptive to Seller’s or any of the Companies’ employees or business operations. Sellers acknowledge that Buyer will be undertaking transition and integration planning during this period, and will make its books and records, personnel and facilities reasonably available to Buyer and its Representatives for such purpose.
Appears in 1 contract
Access to Documents and Premises. From the Execution Date through the Closing Date, the Buyer, its counsel, accountants, and other representatives shall, subject to confidentiality covenants made by the Seller to third parties and state and federal antitrust laws, and upon reasonable advance notice, have the right to reasonable inspect and access to the books and records, facilities and personnel of Seller the Acquired Companies and each of the CompaniesManaged Vision Business, including inspection and access by the Buyer’s representatives, to the extent possible without waiving any privileges, to representatives information regarding all actions, suits, proceedings or investigations of any kind, now pending or threatened in writing, involving Seller or any of the Acquired Companies or Seller’s or any of relating to the Companies’ AffiliatesManaged Vision Business. Any such inspection and access shall occur during normal business hours and shall be scheduled by the Buyer and the Seller following request for inspection and access made to the Seller. All actions inspections shall be conducted by the Buyer and the Seller in such a manner as to maximize the retention of all applicable privileges, . The Buyer and Buyer’s its representatives shall use their best efforts to conduct their inspection in such a manner as not to be disruptive to Seller’s or any of the Acquired Companies’ employees or business operations. Sellers The Seller acknowledge that the Buyer will be undertaking transition and integration planning during this period, and will make its the books and records, personnel and facilities of the Managed Vision Business reasonably available to the Buyer and its Representatives representatives for such purpose.
Appears in 1 contract