Feasibility and Investigation Sample Clauses

Feasibility and Investigation. 3.01 In consideration of Buyer entering into the mutual covenants in this Agreement, at any time on or prior to the sixtieth (60th) day after the date of this Agreement (or as other terms of this Agreement may specifically extend such period) (the "Feasibility Period"), Buyer may cancel this Agreement and all agreements relating thereto (except for its indemnity relating to disturbance of the Resort as described below in this Section) for any reason whatsoever in Buyer's sole and absolute discretion, by providing to Seller and Escrow Agent written notice of such cancellation. In the event Buyer timely gives notice of cancellation in accordance with the provisions hereof, this Agreement shall become null and void and of no further force or effect whatsoever and neither party shall have any further rights or obligations to the other -6- hereunder or by reason hereof except for those provisions hereof which are expressly stated to survive the termination of this Agreement. If, however, Buyer shall fail to give notice of Buyer's election to cancel at the time and in the manner as above provided, then Buyer shall be deemed to have waived its right to do so and Buyer shall continue to be bound by the remaining provisions of this Agreement. 3.02 Buyer shall have the right to enter and examine the Resort and all other items being sold pursuant to this Agreement at any time after the execution of this Agreement, and also have the Resort and such items examined and copied by any persons whom it shall designate, including without limitation, accountants, attorneys, contractors, engineers, and environmental testing personnel. Seller shall permit access to the Resort by Buyer and any persons it designates, and shall fully cooperate and afford them the opportunity to inspect such items and perform any tests upon the Resort that Buyer deems necessary or appropriate. Buyer may utilize the office equipment and office facilities at the Resort without charge (except for any long distance telephone service). Buyer will not unreasonably interfere with the business of the Resort. 3.03 As to any physical disturbance of the Property or Improvements or physical injury to person caused by Buyer or its agents, upon completion of such studies and investigations, if Buyer cancels the Agreement or thereafter does not close, Buyer agrees to restore any physical damage to the Property or Improvements caused by Buyer or its agents to the condition it was in prior to such damage, and furth...
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Related to Feasibility and Investigation

  • COMPLAINTS AND INVESTIGATIONS 1. This article applies to complaints or allegations made externally and not from normal supervisory activities. 2. A department head shall be responsible for ensuring that all allegations of misconduct or other complaints against an employee on which any action is to be taken or a record is to be made shall be investigated. The investigator shall be allowed to interview the complainant prior to notifying the employee.

  • AUDITS AND INVESTIGATIONS 27.1 Each invoice paid by UNDP shall be subject to a post-payment audit by auditors, whether internal or external, of UNDP or by other authorized and qualified agents of UNDP at any time during the term of the Contract and for a period of three (3) years following the expiration or prior termination of the Contract. 27.2 UNDP may conduct investigations relating to any aspect of the Contract or the award thereof, the obligations performed under the Contract, and the operations of the Contractor generally relating to performance of the Contract at any time during the term of the Contract and for a period of three 27.3 The Contractor shall provide its full and timely cooperation with any such inspections, post- payment audits or investigations. Such cooperation shall include, but shall not be limited to, the Contractor’s obligation to make available its personnel and any relevant documentation for such purposes at reasonable times and on reasonable conditions and to grant to UNDP access to the Contractor’s premises at reasonable times and on reasonable conditions in connection with such access to the Contractor’s personnel and relevant documentation. The Contractor shall require its agents, including, but not limited to, the Contractor’s attorneys, accountants or other advisers, to reasonably cooperate with any inspections, post-payment audits or investigations carried out by UNDP hereunder. 27.4 UNDP shall be entitled to a refund from the Contractor for any amounts shown by such audits or investigations to have been paid by UNDP other than in accordance with the terms and conditions of the Contract. The Contractor also agrees that, where applicable, donors to UNDP whose funding is the source of, in whole or in part, the funding for the procurement of Goods and/or Services which are the subject of this Contract, shall have direct recourse to the Contractor for the recovery of any funds determined by UNDP to have been used in violation of or inconsistent with this Contract.

  • Cooperation with Investigations You agree to cooperate with us in the investigation of unusual transactions, poor quality transmissions, and resolution of customer claims, including by providing, upon request and without further cost, any originals or copies of items deposited through the Service in your possession and your records relating to such items and transmissions.

  • Geotechnical Investigation Perform in accordance with the City Design Manual and other City requirements as designated in writing by the Director.

  • Access and Investigation During the period commencing on the date of this Agreement and ending as of the earlier of the Effective Time or the termination of this Agreement (the "Pre-Closing Period"), the Company shall, and shall cause the respective Representatives of the Acquired Corporations to: (a) provide Parent and Parent's Representatives with reasonable access during normal business hours to the Acquired Corporations' Representatives, personnel and assets and to all existing books, records, Tax Returns, work papers and other documents and information relating to the Acquired Corporations; and (b) provide Parent and Parent's Representatives with such copies of the existing books, records, Tax Returns, work papers and other documents and information relating to the Acquired Corporations as Parent may reasonably request. During the Pre-Closing Period, the Company shall, and shall cause the Representatives of each of the Acquired Corporations to, permit Parent's senior officers to meet, upon reasonable notice and during normal business hours, with the chief financial officer and other officers of the Company responsible for the Company's financial statements and the internal controls of the Acquired Corporations to discuss such matters as Parent may deem necessary or appropriate in order to enable Parent to satisfy its obligations under the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act and the rules and regulations relating thereto. Without limiting the generality of any of the foregoing, during the Pre-Closing Period: (i) the Company shall promptly provide Parent with copies of: (A) upon the request of Parent, unaudited monthly consolidated balance sheets of the Acquired Corporations and the related unaudited monthly consolidated statements of operations, and, if prepared, statements of cash flows; and (B) subject to applicable Antitrust Laws, any notice, report or other document filed with or sent to any Governmental Body on behalf of any of the Acquired Corporations in connection with the Merger or any of the other Contemplated Transactions; and (ii) subject to applicable Antitrust Laws, Parent shall promptly provide the Company or the Company's Representatives with copies of any material notice, report or other document filed with or sent to any Governmental Body on behalf of Parent or Merger Sub in connection with the Merger or any of the other Contemplated Transactions.