Reasonable Investigation Clause Samples

Reasonable Investigation. The Company shall: (a) give the holders of Registrable Securities, their underwriters, if any, and their respective counsel and accountants the opportunity to participate in the preparation of the registration statement, each prospectus included therein or filed with the SEC and each amendment thereof or supplement thereto; (b) give each such holder and underwriter reasonable opportunities to discuss the business of the Company with its officers, counsel and the independent public accountants who have certified its financial statements; (c) make available for inspection by any holder of Registrable Securities included in any Registration, any underwriter participating in any disposition pursuant to any Registration, and any attorney, accountant or other agent retained by any such seller or underwriter, all financial and other records, pertinent corporate documents and properties of the Company reasonably requested by any such Person; and (d) cause the Company's officers, directors and employees to supply all information reasonably requested by any such Person in connection with such Registration; in each such case, as shall be reasonably necessary, in the good faith opinion of such holder or such underwriter, to enable it to conduct a "reasonable investigation" within the meaning of section 11(b)(3) of the Securities Act and to satisfy the requirement of reasonable care imposed by section 12(a)(2) of the Securities Act.

Reasonable Investigation. In connection with the preparation and filing of each registration statement under the Securities Act, the Company will give the Holders of Registrable Securities to be sold under such registration statement, the underwriters, if any, and their respective counsel and accountants, drafts and final copies of such registration statement, each prospectus included therein or filed with the Commission and each amendment thereof or supplement thereto, at least 5 business days prior to the filing thereof with the Commission, and will give each of them such access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of such Holders and such underwriters' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Reasonable Investigation. In connection with the preparation and filing of each registration statement under the Securities Act pursuant to this Agreement, the Company will give the Stockholders and their respective counsel and accountants such access to its books and records and such opportunities to discuss the business of the Company with its officers and the independent public accountants who have certified its financial statements as shall be necessary to conduct a reasonable investigation within the meaning of the Securities Act.

Reasonable Investigation. In connection with the preparation and filing of the Registration Statement and the completion of the Offering, the Company will provide the Stockholder reasonable and customary access to the Company's books and records and such opportunities to discuss the business of the Company with its officers as shall be reasonably necessary to conduct a reasonable investigation within the meaning of the Act.

Reasonable Investigation. The Parent shall: (a) give the holders of Registrable Securities, their underwriters, if any, and their respective counsel and accountants the opportunity to participate in the preparation of the registration statement, each prospectus included therein or filed with the SEC and each amendment thereof or supplement thereto; (b) give each such holder and underwriter reasonable opportunities to discuss the business of each of the Parent and its Subsidiaries with its officers, counsel and the independent public accountants who have certified its financial statements; (c) make available for inspection by any holder of Registrable Securities included in any Registration, any underwriter participating in any disposition pursuant to any Registration, and any attorney, accountant or other agent retained by any such holder or underwriter, all financial and other records, pertinent corporate documents and Properties of each of the Parent and its Subsidiaries; and (d) cause each of the Parent's and its Subsidiaries' officers, directors and employees to supply all information reasonably requested by any such Person in connection with such Registration; in each such case, as shall be reasonably necessary (in light of the potential liability of such holder or underwriter in respect of misstatements in and omissions from the registration statement or prospectus and any holder's obligations under Section 2.06) to enable it to conduct a "reasonable investigation" within the meaning of the Section 11(b)(3) of the Securities Act and to satisfy the requirement of reasonable care imposed by Section 12(a)(2) of the Securities Act. The Parent agrees to include in the registration statement and each amendment thereto, and in each preliminary prospectus, prospectus or prospectus supplement, all material information requested to be included by any holder of Registrable Securities or underwriter, in each case, to the extent required to be contained therein or necessary to correct any misstatement of fact or necessary to make any statement contained therein, in light of the circumstances under which it was made, not misleading. Each holder of Registrable Securities agrees to keep confidential and not disclose (other than in connection with disclosure by the Parent pursuant to the foregoing sentence) to any Person (other than its officers, directors, employees and trustees who need to know such information and other than any attorney, agent, adviser or accountant who makes the agreemen...

Reasonable Investigation. In connection with the preparation and filing of each registration statement under the Securities Act pursuant to this Agreement, FBC will give the Holders of Registrable Shares to be registered under such registration statement, in the case of registration of Registrable Shares pursuant to Section 9.6(b), their underwriters or agents, if any, and their respective counsel and accountants reasonable access to its books and records and such opportunities to discuss the business of FBC with its officers and the independent public accountants who have certified its financial statements as shall be necessary, in the opinion of such Holders' and such underwriters' or agents' respective counsel, to conduct a reasonable investigation within the meaning of the Securities Act.

Reasonable Investigation. Site Evaluation. Buyer has performed ----------------------------------------- or relied upon the performance by others of appropriate investigations, studies and tests to discover (i) any environmental contamination in, on, under threatening to or emanating from the Mortgaged Property; and (ii) any potential or actual liabilities for clean-up of Hazardous Materials with respect to the Mortgaged Property, and such investigations, studies and tests have disclosed no environmental contamination, Hazardous Materials, facts which may give rise to environmental claims or past or current violations of any Environmental Laws.

Reasonable Investigation. The Parent shall follow procedures customarily observed by issuers in Public Offerings, and accord to the holders of Registrable Securities and the managing underwriters with respect to such offering, as the case may be, all rights customarily accorded to selling stockholders in secondary distributions and to managing underwriters if the transaction in question is or was an underwritten Public Offering, in each such case, as shall be reasonably necessary, in the opinion of such holder or such underwriter, to enable it to conduct a “reasonable investigation” within the meaning of Section 11(b)(3) of the Securities Act and to satisfy the requirement of reasonable care imposed by Section 12(a)(2) of the Securities Act.

Reasonable Investigation. The Company shall follow procedures customarily observed by issuers in Public Offerings, and accord to the Shareholder and the managing underwriters with respect to such offering, as the case may be, all rights customarily accorded to selling stockholders in secondary distributions and to managing underwriters if the transaction in question is or was an underwritten Public Offering, in each such case, as shall be reasonably necessary, in the opinion of the Shareholder or such underwriter, to enable it to conduct a “reasonable investigation” within the meaning of Section 11(b)(3) of the Securities Act and to satisfy the requirement of reasonable care imposed by Section 12(a)(2) of the Securities Act.