Diligence Investigation Sample Clauses

A Diligence Investigation clause establishes the right and process for one party to thoroughly examine the business, assets, and operations of another party, typically before finalizing a transaction such as a merger, acquisition, or investment. This clause allows the investigating party to request and review relevant documents, conduct interviews, and verify information to assess risks and validate representations made by the other party. Its core practical function is to ensure transparency and enable informed decision-making, thereby reducing the risk of undisclosed liabilities or misrepresentations.
Diligence Investigation. Buyer has conducted its own independent investigation, review and analysis in connection with this Agreement and the transactions contemplated hereby, including regarding the Purchased Assets, the Assumed Contracts and the Product and the manufacture and Development thereof. Such investigation shall in no way limit any claims by Buyer resulting from any breach by Seller of any of its representations, warranties and covenants contained herein, including, without limitation, claims arising from or fraud or intentional misconduct.
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Diligence Investigation. Each of the Banks and each of the Lender Groups shall be reasonably satisfied with its diligence investigation of the Substitute Project.
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Diligence Investigation. By Buyer upon delivery of written notice of termination to Seller (A) no later than 10 business days after the delivery by Seller of the last of the documents requested prior to the date hereof by Buyer to complete its diligence, or (B) if Buyer in the reasonable exercise of its judgment in the course of its ongoing business investigation of Seller shall determine after reviewing information, projections and assumptions developed by Seller and their representatives and delivered to Buyer that such information, projections and assumptions are not commercially reasonable in light of current business conditions or otherwise are likely to be so materially inaccurate that Buyer does not have reasonable assurance that such projections are in a range in which it is probable that such projections will be met."
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Diligence Investigation. 10 Section 3. Representations of QUADRANT and CINCO.............................. 11 3.1
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Diligence Investigation. The Shareholders have made a diligent ----------------------- effort in the Annexes to this Appendix and in meetings with representatives of QUADRANT and in other materials delivered to QUADRANT to communicate to QUADRANT all information (other than information generally known in the industry) which the Shareholders believe would materially adversely affect the business of ▇▇▇▇▇. No annex, exhibit or other information furnished by the Shareholders to QUADRANT in connection with the Sales Agreement or this Appendix contains any untrue statement of a material fact or omits a material fact which thereby in light of the circumstances in which it was made, or omitted, could mislead QUADRANT or its representatives.
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Diligence Investigation. Purchaser must be satisfied with the results of its diligence investigations.
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Diligence Investigation. By Buyer upon delivery of written notice of termination to Sellers no later than 14 days after the commencement of its business investigation of Company (which investigation shall commence no later than Wednesday, February 12, 1997), if Buyer in the reasonable exercise of its judgment in the course of its on-going business investigation of Company shall discover information relating to the Business or Company or its Subsidiary not previously disclosed to Buyer or its representatives by Sellers or their representatives which would have a Material Adverse Effect.
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Diligence Investigation. Buyer, in Buyer's sole and absolute discretion, ----------------------- shall not have disapproved in writing prior to the Closing of any fact or item concerning Seller and the Company examined by Buyer in connection with Buyer's investigation of the Seller.
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Related to Diligence Investigation

  • Due Diligence Investigation Pubco shall be reasonably satisfied with the results of its due diligence investigation of the Company in its sole and absolute discretion.

  • Due Diligence Cooperation The Company will cooperate with any reasonable due diligence review conducted by the Agent or its representatives in connection with the transactions contemplated hereby, including, without limitation, providing information and making available documents and senior corporate officers, during regular business hours and at the Company’s principal offices, as the Agent may reasonably request.

  • Due Diligence Review Prior to the filing of the Registration Statement the Company shall make available for inspection and review by the Investor, advisors to and representatives of the Investor, any underwriter participating in any disposition of the Registrable Securities on behalf of the Investor pursuant to the Registration Statement, any such registration statement or amendment or supplement thereto or any blue sky, NASD or other filing, all financial and other records, all SEC Documents and other filings with the SEC, and all other corporate documents and properties of the Company as may be reasonably necessary for the purpose of such review, and cause the Company's officers, directors and employees to supply all such information reasonably requested by the Investor or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them), prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investor and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of the Registration Statement.

  • Due Diligence Examination At any time during the Review Period, and thereafter through Closing of the Property, Buyer and/or its representatives and agents shall have the right to enter upon the Property at all reasonable times for the purposes of reviewing all Records and other data, documents and/or information relating to the Property and conducting such surveys, appraisals, engineering tests, soil tests (including, without limitation, Phase I and Phase II environmental site assessments), inspections of construction and other inspections and other studies as Buyer deems reasonable and necessary or appropriate to evaluate the Property, subject to providing reasonable advance notice to Seller unless otherwise agreed to by Buyer and Seller (the “Due Diligence Examination”). Seller shall have the right to have its representative present during Buyer’s physical inspections of its Property, provided that failure of Seller to do so shall not prevent Buyer from exercising its due diligence, review and inspection rights hereunder. Buyer agrees to exercise reasonable care when visiting the Property, in a manner which shall not materially adversely affect the operation of the Property.

  • Due Diligence Materials Within fifteen (15) days after the Effective Date, Seller shall deliver to Purchaser for its review the following items: a. True, correct, complete and legible copies of all Business Agreements, Warranties, Permits, Accreditations, Applicable Notices, Engineering Documents and Seller's Operating and Service Agreements (solely for the purposes of this Section 4.la., ▇he terms Business Agreements, Warranties, Permits, and Engineering Documents shall include all agreements, documents, and instruments otherwise included within such definitions, whether or not the same are assignable by Seller); b. True, correct, complete and legible copies of tax statements or assessments for all real estate and personal property taxes assessed against the Property for the current and the two prior calendar years, if available; c. True, correct and legible listing of all Fixtures, Personal Property and Excluded Property, including a current depreciation schedule; d. True, correct, complete and legible copies of all existing fire and extended coverage insurance policies and any other insurance policies pertaining to the Property, if any; e. True, correct, complete and legible copies of all instruments evidencing, governing or securing the payment of any loans secured by the property or related thereto. Seller may make such instruments available for inspection and copying by Purchaser at Seller's principal office; f. True, correct, complete and legible copies of any and all environmental studies or impact reports relating to the Property, if any, and any approvals, conditions, orders or declarations issued by any governmental authority relating thereto (such studies and reports shall include, but not be limited to, reports indicating whether the Property is or has been contaminated by Hazardous Materials and whether the Property is in compliance with the Americans with Disabilities Act and Section 504 of the Rehabilitation Act of 1973, as applicable); g. True, correct, complete and legible copies of any and all litigation files with respect to any pending litigation and claim files for any claims made or threatened, the outcome of which might materially affect the Property or the use and operation of the Property. Seller may make such files available for inspection and copying by Purchaser at Seller's principal office.