Common use of Access to Information Concerning Properties and Records Clause in Contracts

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 9.1 hereof, each of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other party, and its respective counsel, accountants, consultants and other authorized representatives, access during normal business hours to its and its Subsidiaries' employees, properties, books and records in order that they may have the opportunity to make such investigations as they shall desire of its and its Subsidiaries' affairs; such investigation shall not, however, affect the representations and warranties made by the Company or Parent in this Agreement. The Company shall furnish promptly to Parent and Merger Sub and Parent and Merger Sub shall furnish promptly to the Company (x) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal, state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Sub or the Company may reasonably request. Each of the Company and Parent agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as the other party shall from time to time reasonably request.

Access to Information Concerning Properties and Records. During Subject to the inability of the Company to provide Parent and Sub access to confidentiality agreements in standard form relating to potential acquisition or business combination transactions by which the Company or any of its Subsidiaries is bound, during the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 9.1 8.1 hereof, each of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other partyParent and Sub and their respective employees, and its respective counsel, accountants, consultants and other authorized representatives, reasonable access during normal business hours to its and its Subsidiaries' the officers, directors (other than "non-management" directors), employees, -------------- accountants, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall reasonably desire of its the affairs of the Company and its Subsidiaries' affairs; provided, however, that such investigation shall not, however, not affect the representations -------- ------- and warranties made by the Company or Parent in this Agreement. The Company shall furnish promptly to Parent and Merger Sub and Parent and Merger Sub shall furnish promptly to the Company (x) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal, Federal or state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Parent and Sub or the Company may reasonably request. Each of the The Company and Parent agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as the other party Parent and Sub shall from time to time reasonably request.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the earlier of (i) Closing Date, the Closing Date Sellers shall, and (ii) shall cause the date on which this Agreement is terminated pursuant to Section 9.1 hereof, Company and each Subsidiary of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other partyPurchaser, and its respective counsel, accountants, consultants and other authorized representatives, reasonable access during normal business hours to its and its Subsidiaries' employeesthe officers, the employees set forth on Schedule 5.1, properties, books and records of the Company or such Subsidiary of the Company in order that they may have the opportunity to make such reasonable investigations as they shall desire of the affairs of such entity and all other information concerning its or its subsidiaries' business, properties and its Subsidiaries' affairs; such investigation personnel as the Purchaser may reasonably request. Such review shall not, however, affect the representations and warranties made by the Company or Parent Sellers in this AgreementAgreement or the remedies of the Purchaser for breaches of those representations and warranties. The Company shall furnish promptly Sellers agree to Parent and Merger Sub and Parent and Merger Sub shall furnish promptly to cause the Company (x) a copy of and each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal, state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Sub or the Company may reasonably request. Each Subsidiary of the Company and Parent agrees to cause its officers their respective officers, employees, counsel, accountants, consultants and employees other representatives to furnish such additional financial and operating data and other information and respond to such inquiries as the Purchaser and its counsel, accountants, consultants and other party authorized representatives, shall from time to time reasonably request. Any information so obtained by the Purchaser shall be subject to that certain Confidentiality Agreement, dated as of July 5, 2000 by and between the Purchaser and the Company (the "Non-Disclosure Agreement").

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the earlier of (ix) the Closing Date and (iiy) the date on which this Agreement is terminated pursuant to Section 9.1 6.01 hereof, each of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other partyParent and Sub, and its their respective counsel, accountants, consultants and other authorized representatives, reasonable access during normal business hours to its and its Subsidiaries' the employees, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of its the affairs of the Company and its Subsidiaries' affairs; such investigation shall not, however, affect the representations and warranties made by the Company or Parent in this Agreement. The Company shall furnish promptly to Parent and Merger Sub and Parent and Merger Sub shall furnish promptly to the Company (xa) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal, Federal or state or foreign securities laws and (yb) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Parent and Sub or the Company may reasonably request. Each of the The Company and Parent agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as the other party Parent and Sub shall from time to time reasonably request.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 9.1 8.1 hereof, each of the Company shall and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other partyParent and Sub and their respective employees, and its respective counsel, accountants, consultants and other authorized representatives, access during normal business hours to its and its Subsidiaries' the officers, directors, employees, propertiesaccountants, properties (but not for the purpose of any physical testing), books and records in the possession or control of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of its the affairs of the Company and its Subsidiaries' affairs; provided, however, that such investigation shall not, however, not affect the representations and warranties made by the Company or Parent in this Agreement. The Company shall furnish promptly to Parent and Merger Sub and Parent and Merger Sub shall furnish promptly to the Company (x) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal, United States federal or state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Parent and Sub or the Company may reasonably request. Each of the The Company and Parent agrees to cause its officers and employees to furnish such additional financial and operating data and other information informa tion and respond to such inquiries as the other party Parent and Sub shall from time to time reasonably request.

Access to Information Concerning Properties and Records. During Except as otherwise prohibited by applicable Law, during the period commencing on the date hereof and ending on the earlier of (ia) the Closing Date and (iib) the date on which this Agreement is terminated pursuant to Section 9.1 9.01 hereof, each of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other party, and its respective counsel, accountants, consultants and other authorized representatives, reasonable access during normal business hours to its and its Subsidiaries' employees, properties, books and records in order that they may have the opportunity to make such investigations as they shall desire of its and its Subsidiaries' affairsreasonably require; such investigation shall notprovided, however, that such --------- ------- investigation shall not affect the representations and warranties made by the Company or Parent in this Agreement. The Except as otherwise prohibited by applicable law, the Company shall furnish promptly to Parent and Parent shall, and shall cause Merger Sub and Parent and Merger Sub shall to, furnish promptly to the Company (x) a copy of each material form, report, schedule, statement, registration statement and other document filed by it or its Significant Subsidiaries during such period pursuant to the requirements of Federal, state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Sub Parent or the Company may reasonably request. Each Except as otherwise prohibited by applicable law, each of the Company and Parent agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as the other party shall from time to time reasonably request.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 9.1 9.01 hereof, each of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other party, and its respective counsel, accountants, consultants and other authorized representatives, access during normal business hours to its and its Subsidiaries' employees, properties, books and records in order that they may have the opportunity to make such investigations as they shall desire of its and its Subsidiaries' affairs; such investigation shall not, however, affect the representations and warranties made by the Company or Parent in this Agreement. The Company shall furnish promptly to Parent and Merger Sub and Parent and Merger Sub shall furnish promptly to the Company (x) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal, state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Sub or the Company may reasonably request. Each of the Company and Parent agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as the other party shall from time to time reasonably request.

Access to Information Concerning Properties and Records. (a) During the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 9.1 8.1 hereof, each of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other partyParent and Sub, and its their respective counsel, accountants, consultants and other authorized representatives, access during normal business hours to its and its Subsidiaries' the employees, properties, books and records of the Company and its Subsidiaries in order that they may have the opportunity to make such investigations as they shall desire of its the affairs of the Company and its Subsidiaries' affairs; provided, however, that such investigation shall not, however, not affect the representations and warranties made by the Company or Parent in this Agreement. The Company shall furnish as promptly as practicable to Parent and Merger Sub and Parent and Merger Sub shall furnish promptly to the Company (x) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federal, federal or state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Sub or the DGCL. The Company may reasonably request. Each of the Company and Parent agrees to cause its officers and employees employees, in a manner consistent with the fulfillment of their ongoing duties and obligations, to furnish such additional financial and operating data and other information and respond to such inquiries as the other party Parent and Sub shall from time to time reasonably request. (b) During the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 8.1 hereof, Parent shall cause its officers and employees to furnish such information and respond to such inquiries as the Company shall from time to time reasonably request regarding post-closing integration and operational issues and issues arising under this Agreement.

Access to Information Concerning Properties and Records. During the period commencing on the date hereof and ending on the earlier of (i) the Closing Date and (ii) the date on which this Agreement is terminated pursuant to Section 9.1 hereof, each of the Company and Parent shall, and each shall cause each of its Subsidiaries to, upon reasonable notice, afford the other party, and its respective counsel, accountants, consultants consultants, financing sources and other authorized representatives, access during normal business hours to its and its Subsidiaries' employeesexecutive officers, properties, books and records in order that they may have the opportunity to make such investigations as they shall desire reasonably deem necessary of its and its Subsidiaries' affairs; such investigation shall not, however, affect the representations and warranties made by the Company or Parent in this Agreement. The Company shall furnish promptly to Parent and Merger Sub and Parent and Merger Sub Purchaser shall furnish promptly to the Company (x) a copy of each form, report, schedule, statement, registration statement and other document filed by it or its Subsidiaries during such period pursuant to the requirements of Federalfederal, state or foreign securities laws and (y) all other information concerning its or its Subsidiaries' business, properties and personnel as Parent, Merger Sub Parent or the Company Purchaser may reasonably request. Each of the The Company and Parent agrees to cause its officers and employees to furnish such additional financial and operating data and other information and respond to such inquiries as the other party Parent or Purchaser shall from time to time reasonably request. Parent and Purchaser shall make all reasonable efforts to minimize any disruption to the businesses of the Company and its Subsidiaries which may result from the requests made hereunder.