Common use of Access and Examination; Confidentiality Clause in Contracts

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and management. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's and each Guarantor's records, files, and books of account and the Collateral, Pledged Collateral and Guarantee Collateral, and discuss the Borrower's and such Guarantor's affairs with the Borrower's and such Guarantor's officers and management. The Borrower will deliver and will cause each Guarantor to deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerBorrower or such Guarantor. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's ' expense, make copies of all of the Borrower's or any Guarantor's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's or any Guarantor's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, Pledged Collateral or Guarantor Collateral by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstoneconsent, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrower and provided to the Agent or such Lender by or on behalf of the BorrowerBorrower or any Guarantor, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential non-confidential basis from a source other than the BorrowerBorrower or a Guarantor, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Affiliate of the Agent or such Lender, or to any Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective affiliate, Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; and (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower or a Guarantor is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default existsexists and is continuing) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's Loan Parties' records, files, and books of account and the Collateral, and discuss the Borrower's Loan Parties' affairs with the Borrower's Loan Parties' officers and management. The Borrower Loan Parties will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerLoan Parties. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Loan Parties' expense, make copies of all of the Borrower's Loan Parties' books and records, or require the Borrower Loan Parties to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's Loan Parties' respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees Loan Parties agree that, subject to the Borrower's their prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrowerany Parent's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender severally agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by any Loan Party and provided to the Agent or such Lender by or on behalf of the Borrowersuch Loan Party, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerLoan Parties, provided that such source is not bound by a confidentiality agreement with the Borrower Loan Parties known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender Participant or assignee Assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower any Loan Party is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the any Borrower's records, files, and books of account and the Collateral, and discuss the any Borrower's affairs with the any Borrower's officers and management. The Each Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the such Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the applicable Borrower's expense, make copies of any or all of the any Borrower's books and records, or require the any Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, and use such of the any Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees Borrowers agree that, subject to the Borrower's prior consent of Phar-Mor for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name names of any Borrower in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree agrees to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by Phar-Mor and provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the a Borrower, provided that such source is not bound by a confidentiality agreement with the any Borrower known to the Agent or such Lender; provided, howeverfurther, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.Loan

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default existsexists and is continuing) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and management. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The After the occurrence and during the continuance of an Event of Default, the Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all confidential information provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisorsadvisors who shall be bound by the confidentiality provisions of this Section 6.6 and who shall utilize such information solely in connection with this Agreement (but who shall have the benefit of clauses (1) through (5) above); (7) to any prospective Participating Lender Participant or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its AffiliatesAffiliates who shall be bound by the confidentiality provisions of this Section 6.6 and who shall utilize such information solely in connection with this Agreement (but who shall have the benefit of clauses (1) through (5) above).

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and management. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's and the Agent's prior consent for uses other than in a traditional tombstone (disclosing in such tombstone, however, only the amount of the credit facility provided by, and the parties to, this Agreement), which consent consents shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all confidential information provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be partyparty (or a party in interest with respect to any bankruptcy proceeding); (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender Participant or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may may, at Borrower’s expense, at all reasonable times during regular business hours (and at any time when a Default or an Event of Default existsexists and is continuing) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's ’s records, files, and books of account and the Collateral, and discuss the Borrower's ’s affairs with the Borrower's ’s officers and management; provided that the Agent and the Lenders agree that, unless an Event of Default has occurred and is continuing, the Agent shall not conduct any such examination, audit or other inspection more than two times in any calendar year. The parties further agree that the Agent may conduct additional examinations, audits or other inspections, at the expense of the Agent and the Lenders, at all reasonable times during regular business hours, in addition to those contemplated above in this Section 6.5. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's ’s expense, make copies of all of the Borrower's ’s books and records relating to the Collateral and all relevant financial records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's ’s respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's ’s Liens. The Agent shall have the right, at any time, in the Agent's ’s name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's ’s prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's ’s name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender severally agree to take normal and commercially reasonable precautions and exercise due care to maintain the confidentiality of all information identified as “confidential” or “secret” by the Borrower and provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's ’s or such Lender's ’s independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender Participant or assignee Assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates, provided that such Affiliates agree to be bound by the confidentiality provisions of this Section 6.5.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (hours, and at any time when a Default or Event of Default exists) exists and is continuing, have access to, examine, audit, make extracts from or copies of of, and inspect any or all of the Borrower's Loan Parties' records, files, and books of account and the Collateral, and discuss the Borrower's Loan Parties' affairs with the Borrower's Loan Parties' officers and management. The Borrower Loan Parties will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerLoan Parties. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the Borrower's Loan Parties' books and records, or require the Borrower Loan Parties to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's Loan Parties' respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount amount, or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) . The Borrower agrees Loan Parties agree that, subject to the Borrower's their prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrowerany Loan Party's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender severally agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by any Loan Party and provided to the Agent or such Lender by or on behalf of the Borrowersuch Loan Party, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent Agent, the Letter of Credit Issuer, or such a Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerLoan Parties. Notwithstanding the foregoing, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose any such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; , (2) pursuant to subpoena or other court process; , (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; , (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; , (6) to the Agent's or such Lender's independent auditors, accountants, attorneys attorneys, and other professional advisors; , (7) to any prospective Participating Lender Participant or assignee Assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; hereunder (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower any Loan Party is a party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (hours, and at any time when a Default or Event of Default exists) , have access to, examine, audit, make extracts from or copies of of, and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and senior management. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount amount, or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, hereby consents that the Agent and each Lender may issue and disseminate to the public general information describing the credit accommodation entered into pursuant to this Agreement, including the name and address of the Borrower and a general description of the Borrower's business and may use the Borrower's name in advertising and other promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each material. (c) Each Lender agree severally agrees to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrower and provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided ; PROVIDED that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided. Notwithstanding the foregoing, however, that the Agent and any Lender may disclose any such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; , (2) pursuant to subpoena or other court process; , (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender Lender, or their respective Affiliates may be party; , (5) to the extent reasonably required in connection with the exercise of any remedy or enforcement of any rights hereunder or under any other Loan Document; , (6) to the Agent's or such Lender's independent auditors, accountants, attorneys attorneys, and other professional advisors; , (7) to any prospective Participating Lender Participant or assignee under any Assignment and AcceptanceAssignee, actual or potential, provided PROVIDED that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; , (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is a party or is deemed a party with the Agent or such Lender, and (9) to its Affiliates.)

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may may, upon reasonable notice (and without notice when a Default or Event of Default exists), at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the each Borrower's and its Subsidiaries' records, files, and books of account and the Collateral, and discuss the each Borrower's and its Subsidiaries' affairs with the each Borrower's and its Subsidiaries' officers and management. The Each Borrower will (and will cause each of its Subsidiaries to) deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for each Borrower and its Subsidiaries. If any of a Borrower's or any of its Subsidiaries' records or reports of the BorrowerCollateral are prepared by an accounting service or other agent, such Borrower hereby authorizes (and shall cause each of its Subsidiaries to authorize) and, upon the request of the Agent, shall cause such service or agent to deliver such records, reports, and related documents to the Agent, for distribution to the Lenders, and/or, as the Agent shall choose, provide access to the Agent thereto. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the any Borrower's and its Subsidiaries' books and records, or require the such Borrower to deliver (or cause to be delivered) such copies to the Agent. The Agent may, without expense to the Agent, use such of the each Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (ba) The Each Borrower agrees that, subject to the such Borrower's or Subsidiary's, as the case may be, prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the such Borrower's or such Subsidiary's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information provided to the Agent or such Lender by or on behalf of the such Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such any Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrowersuch Borrower or Subsidiary, provided that such source is not bound by a confidentiality agreement with the such Borrower or Subsidiary known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the such Borrower or Alpha Tube is party or is deemed party with the Agent or such Lender, ; and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may may, upon reasonable prior notice to the Borrower (and without notice when a Default or Event of Default exists), at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and management. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the Agent. The During the continuance of an Event of Default, the Agent may, without expense to the Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name (during the continuance of an Event of Default) or in the name of a nominee of the AgentAgent (whether or not an Event of Default is continuing), to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrower and provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisorsadvisors so long as they are informed of the confidential nature of such information; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its AffiliatesAffiliates so long as they are informed of the confidential nature of such information.

Access and Examination; Confidentiality. (a1) The Agent, accompanied by any Lender which so elects, may may, upon reasonable prior notice to the Borrower (and without notice when a Default or Event of Default exists), at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and management. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the Agent. The During the continuance of an Event of Default, the Agent may, without expense to the Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name (during the continuance of an Event of Default) or in the name of a nominee of the AgentAgent (whether or not an Event of Default is continuing), to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b2) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrower and provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisorsadvisors so long as they are informed of the confidential nature of such information; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its AffiliatesAffiliates so long as they are informed of the confidential nature of such information.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default existsexists and is continuing) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrowerany Loan Party's records, files, and books of account and the Collateral, and discuss the Borrowerany Loan Party's affairs with its and the BorrowerParent Guarantor's officers and management. The Borrower Each Loan Party will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrowersuch Loan Party. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrowerany Loan Party's books and records, or require the Borrower any Loan Party to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrowerany Loan Party's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower Each Loan Party agrees that, subject to the BorrowerParent Guarantor's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrowerany Loan Party's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by a Loan Party and provided to the Agent or such Lender by or on behalf of the Borrowersuch Loan Party, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrowersuch Loan Party, provided that such source is not bound by a confidentiality agreement with the Borrower such Loan Party known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental 68 Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender Participant or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower such Loan Party is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's and each Guarantor's records, files, and books of account and the Collateral, Pledged Collateral and Guarantee Collateral, and discuss the Borrower's and such Guarantor's affairs with the Borrower's and such Guarantor's officers and management. The Borrower will deliver and will cause each Guarantor to deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerBorrower or such Guarantor. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's ' expense, make copies of all of the Borrower's or any Guarantor's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's or any Guarantor's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, Pledged Collateral or Guarantor Collateral by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstoneconsent, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrower and provided to the Agent or such Lender by or on behalf of the BorrowerBorrower or any Guarantor, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerBorrower or a Guarantor, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.such

Access and Examination; Confidentiality. (a) The Agent, accompanied ---------------------------------------- by any Lender which so elects, may at all reasonable times on reasonable notice during regular business hours (and at any time when a Default or Event of Default existsexists and is continuing) have access to, examine, audit, make extracts from or copies of and inspect any or all of the each Borrower's records, files, and books of account and the Collateral, and discuss the each Borrower's affairs with the such Borrower's officers and management. The Each Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the such Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the Borrower's Borrowers' books and records, or require the Borrower Borrowers to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's Borrowers' respective personnel, supplies, and premises Real Estate as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Each Borrower agrees that, subject to the such Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the each Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender severally agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information provided to the Agent or such Lender by or on behalf of the BorrowerBorrowers, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerBorrowers, provided that such source is not bound by a confidentiality agreement with the Borrower Borrowers known to the Agent or such Lender; provided, however, that the Agent and any Lender may -------- ------- disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisorsadvisors provided that the Agent or such Lender shall have advised such auditor, accountant, attorney, or other professional advisor of the confidential nature of such information; (7) to any prospective Participating Lender Participant or assignee Assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the either Borrower is party or is deemed party with the Agent or such Lender, and (9) to its AffiliatesAffiliates who have agreed to maintain the confidentiality of such information to the same extent as the Agent and the Lenders hereunder.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, books and books of account and the Collateral, records and discuss the Borrower's affairs with the Borrower's officers and managementmanagement and independent public accountants (and by this provision the Borrower hereby authorizes said accountants to discuss with the Lender the finances and affairs of the Borrower and each of its subsidiaries). The Borrower will deliver to the Agent Lender any instrument necessary for the Agent Lender to obtain records from any service bureau maintaining records for the Borrower. The Agent Lender may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the AgentLender. The Agent Lender may, without expense to the AgentLender, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the AgentLender's LiensLiens in the Collateral. The Agent Lender shall have the right, at any time, in the AgentLender's name or in the name of a nominee of the AgentLender, to verify the validity, amount or any other matter relating to the Accounts, InventoryContracts, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree agrees to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information provided to the Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.reasonable

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times times, and following reasonable notice, during regular business hours (and at any time when a Default or Event of Default existsexists and is continuing, with or without notice) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and management. The Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of shall hold all non-public information provided obtained pursuant to the Agent or such Lender by or on behalf requirements of the Borrower, under this Agreement or any other Loan Documentin accordance with their respective customary procedures for handling confidential information of this nature and in accordance with safe and sound banking practices, and neither the Agent, nor such Lender nor in any of their respective Affiliates shall use any such information other than event may make disclosure reasonably required by an assignee or a participant in connection with the contemplated assignment or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lenderparticipation, or (ii) was as required or becomes available on a nonconfidential basis from a source requested by any Governmental Authority or representative thereof, or pursuant to legal process or Requirement of Law, or to its accountants, attorneys and other than the Borrower, provided that advisors and shall require any such source is not bound by a confidentiality agreement participant to agree to comply with the Borrower known to the Agent or such Lenderthis Section 6.6(b); provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (52) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (63) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (74) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the Agent or such Lender, and (95) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (hours, and at any time when a Default or Event of Default exists) , have access to, examine, audit, make extracts from or copies of of, and inspect any or all of the Borrower's Borrowers' records, files, and books of account and the Collateral, and discuss the Borrower's Borrowers' affairs with the Borrower's Borrowers' officers and senior management. The Borrower Borrowers will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerBorrowers. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the Borrower's Borrowers' books and records, or require the Borrower Borrowers to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's Borrowers' respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount amount, or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to Each of the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, Borrowers hereby consents that the Agent and each Lender may issue and disseminate to the public general information describing the credit accommodation entered into pursuant to this Agreement, including the names and addresses of the Borrowers and a general description of the Borrowers' business and may use the Borrower's name Borrowers' names in advertising and other promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each material. (c) Each Lender agree severally agrees to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by any Borrower and provided to the Agent or such Lender by or on behalf of the such Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided Borrowers; PROVIDED that such source is not bound by a confidentiality agreement with the Borrower Borrowers known to the Agent or such Lender; provided. Notwithstanding the foregoing, however, that the Agent and any POST-PETITION LOAN AGREEMENT - Page 62 Lender may disclose any such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; , (2) pursuant to subpoena or other court process; , (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender Lender, or their respective Affiliates may be party; , (5) to the extent reasonably required in connection with the exercise of any remedy or enforcement of any rights hereunder or under any other Loan Document; , (6) to the Agent's or such Lender's independent auditors, accountants, attorneys attorneys, and other professional advisors; , (7) to any prospective Participating Lender Participant or assignee under any Assignment and AcceptanceAssignee, actual or potential, provided PROVIDED that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; , (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the any Borrower is a party or is deemed a party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (hours, and at any time when a Default or Event of Default exists) , have access to, examine, audit, make extracts from or copies of of, and inspect any or all of the Borrower's Borrowers' records, files, and books of account and the Collateral, and discuss the Borrower's Borrowers' affairs with the Borrower's Borrowers' officers and senior management. The Borrower Borrowers will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerBorrowers. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the Borrower's Borrowers' books and records, or require the Borrower Borrowers to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's Borrowers' respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount amount, or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise; PROVIDED, however, in the absence of an Event of Default, LOAN AND SECURITY AGREEMENT - PAGE 65 the Agent agrees that it will not attempt to verify more than ten (10) Accounts each month. (b) The Borrower agrees that, subject to Each of the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, Borrowers hereby consents that the Agent and each Lender may issue and disseminate to the public general information describing the credit accommodation entered into pursuant to this Agreement, including the names and addresses of the Borrowers and a general description of the Borrowers' business and may use the Borrower's name Borrowers' names in advertising and other promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each material. (c) Each Lender agree severally agrees to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by any Borrower and provided to the Agent or such Lender by or on behalf of the such Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided Borrowers; PROVIDED that such source is not bound by a confidentiality agreement with the Borrower Borrowers known to the Agent or such Lender; provided. Notwithstanding the foregoing, however, that the Agent and any Lender may disclose any such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; , (2) pursuant to subpoena or other court process; , (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender Lender, or their respective Affiliates may be party; , (5) to the extent reasonably required in connection with the exercise of any remedy or enforcement of any rights hereunder or under any other Loan Document; , (6) to the Agent's or such Lender's independent auditors, accountants, attorneys attorneys, and other professional advisors; , (7) to any prospective Participating Lender Participant or assignee under any Assignment and AcceptanceAssignee, actual or potential, provided PROVIDED that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; , (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the any Borrower is a party or is deemed a party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's and each Guarantor's records, files, and books of account and the Collateral, Pledged Collateral and Guarantee Collateral, and discuss the Borrower's and such Guarantor's affairs with the Borrower's and such Guarantor's officers and management. The Borrower will deliver and will cause each Guarantor to deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerBorrower or such Guarantor. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's ' expense, make copies of all of the Borrower's or any Guarantor's books and records, or require the Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's or any Guarantor's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, Pledged Collateral or Guarantor Collateral by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstoneconsent, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrower and provided to the Agent or such Lender by or on behalf of the BorrowerBorrower or any Guarantor, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerBorrower or a Guarantor, provided that such source is not bound by a confidentiality agreement with the Borrower known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Affiliate of the Agent or such Lender, or to any Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective affiliate, Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; and (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower or a Guarantor is party or is deemed party with the Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours and upon reasonable prior notice (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the each Borrower's records, files, and books of account and the Collateral, and discuss the such Borrower's affairs with the such Borrower's officers officers, employees and management. The Each Borrower will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the either Borrower. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the applicable Borrower's ' expense, make copies of all of the that Borrower's books and records, or require the such Borrower to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the each Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Each Borrower agrees that, subject to the Borrower's Borrowers' prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name Borrowers' names in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all confidential information provided to the Agent or such Lender by or on behalf of the applicable Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerBorrowers or any of their affiliates, advisors or other representatives, provided that such source is not bound by a confidentiality agreement with with, or other obligation of secrecy to, the Borrower Borrowers known to the Agent or such LenderLender or otherwise known by the Agent or such Lender to be prohibited from tranmitting such information to the Agent or any Lender by a contractual, legal or fiduciary obligation; providedPROVIDED, howeverHOWEVER, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Affiliate of the Agent or such Lender, or to any Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective affiliate, Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; and (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the either Borrower is party or is deemed party with the Agent or such Lender. In the event that Agent or any of the Lenders receives a request or demand to disclose any confidential information pursuant to clauses (2), (3) or (4), Agent and each Lender agrees to (9i) promptly notify Borrowers of such request so that the Borrowers may seek a protective order or other appropriate relief or remedy or waive compliance with the terms of this provision, (ii) if disclosure of such information is required, disclose such information and, subject to its Affiliatesreimbursement by the Borrowers of the Agents' and Lender's reasonable expenses, cooperate with the Borrowers in their efforts to obtain an order or other reliable assurance that confidential treatment will be accorded to such portion of the disclosed information which Borrowers so designate.

Access and Examination; Confidentiality. (a) The Collateral Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the each Borrower's records, files, and books of account and the Collateral, and discuss the each Borrower's affairs with the such Borrower's officers and management. The Each Borrower will deliver to the Collateral Agent any instrument necessary for the Collateral Agent to obtain records from any service bureau maintaining records for the such Borrower. The Collateral Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the each Borrower's books and records, or require the each Borrower to deliver such copies to the Collateral Agent. The Collateral Agent may, without expense to the Collateral Agent, use such of the each Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Collateral Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Each Borrower agrees thatthat the Collateral Agent and each Lender may use such Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement, subject to the such Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Collateral Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information provided to the Collateral Agent or such Lender by or on behalf of the such Borrower, under this Agreement or any other Loan Document, and neither the Collateral Agent, nor such Lender nor any of their respective Affiliates affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Collateral Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerBorrowers, provided that such source is not bound by a confidentiality agreement with the applicable Borrower known to the Collateral Agent or such Lender; provided, however, that the Collateral Agent and any Lender may disclose such information (1A) at the request or pursuant to any requirement of any Governmental Public Authority to which the Collateral Agent or such Lender is subject or in connection with an examination of the Collateral Agent or such Lender by any such Governmental Public Authority; (2B) pursuant to subpoena or other court process; (3C) when required to do so in accordance with the provisions of any applicable requirement of law; (4D) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Collateral Agent, any Lender or their respective Affiliates affiliates may be party; (5E) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6F) to the Collateral Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7G) to any prospective affiliate of the Collateral Agent or such Lender, or to any Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective affiliate, Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Collateral Agent and the Lenders hereunder; and (8) H) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the applicable Borrower is party or is deemed party with the Collateral Agent or such Lender, and (9) to its Affiliates.

Access and Examination; Confidentiality. (a) The Agent, Agent accompanied by any Lender which so elects, may may, at the Borrowers' expense, at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's Borrowers' records, files, and books of account and the Collateral, and discuss the Borrower's Borrowers' affairs with the Borrower's Borrowers' officers and management. The Borrower Borrowers will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerBorrowers. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the Borrower's Borrowers' books and records, or require the Borrower Borrowers to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's Borrowers' respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees Borrowers agree that, subject to the Borrower's Borrowers' prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Agent and each Lender may use the Borrower's Borrowers' name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrowers and provided to the Agent or such Lender by or on behalf of the BorrowerBorrowers, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the BorrowerBorrowers, provided that such source is not bound by a confidentiality agreement with the Borrower Borrowers known to the Agent or such Lender; provided, however, that the Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the a Borrower is party or is deemed party with the Agent or such Lender, ; and (9) to its Affiliates.)

Access and Examination; Confidentiality. (a) The AgentCo-Agents, accompanied by any Lender which so elects, may may, upon reasonable notice, at all reasonable times during regular business hours (and without notice, at any time when a Default or Event of Default existsexists and is continuing) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrower's records, files, and books of account and the Collateral, and discuss the Borrower's affairs with the Borrower's officers and management. The Borrower will deliver to the Agent Co-Agents any instrument necessary for the Agent Co-Agents to obtain records from any service bureau maintaining records for the Borrower. The Agent Co-Agents may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's expense, make copies of all of the Borrower's books and records, or require the Borrower to deliver such copies to the AgentCo- Agents. The Agent Co-Agents may, without expense to the AgentCo-Agents, use such of the Borrower's respective personnel, supplies, and premises Real Estate as may be reasonably necessary for maintaining or enforcing the Administrative Agent's Liens. The Administrative Agent shall have the right, at any time, in the Administrative Agent's name or in the name of a nominee of the Administrative Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the each Co-Agent and each Lender may use the Borrower's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Each Co-Agent shall submit for Borrower's approval, which approval shall not be unreasonably withheld or delayed, any traditional tombstone for the transactions under this Agreement to be published or distributed by such Co-Agent, not less than 24 hours prior to such publication or distribution; provided, that such Co-Agent shall have no liability to the Borrower for any failure by such Co-Agent to obtain the Borrower's prior approval if such failure was in good faith. Each Co-Agent and each Lender severally agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by the Borrower and provided to the such Co-Agent or such Lender by or on behalf of the Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the such Co-Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, provided that such source is not bound by a confidentiality agreement with the Borrower known to the such Co-Agent or such Lender; provided, however, that the any Co-Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the such Co-Agent or such Lender is subject or in connection with an examination of the such Co-Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the any Co-Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the such Co-Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender Participant or assignee Assignee under any Assignment and Acceptance, actual or potential, provided that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent Co-Agents and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower is party or is deemed party with the such Co-Agent or such Lender, and (9) to its Affiliates, provided that any such Affiliate agrees or is otherwise obligated to keep such information confidential to the same extent required of the Co-Agents and the Lenders hereunder.

Access and Examination; Confidentiality. (a) The Administrative Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (and at any time when a Default or Event of Default exists) have access to, examine, audit, make extracts from or copies of and inspect any or all of the Borrowerany Credit Party's records, files, and books of account and the Collateral, and discuss the Borrowerany Credit Party's affairs with such Credit Party's officers, management and upon prior notice (which may be telephonic) to a Responsible Officer of such Credit Party, independent accountants (and each of the Borrower's officers Credit Parties hereby irrevocably authorizes the independent accountants of the Credit Parties to discuss with the Administrative Agent the financial affairs of the Parent and managementits Subsidiaries), and the Credit Parties shall, to the extent reasonably requested by the Administrative Agent, confirm such authorization by sending to such independent accountants a letter substantially in the form attached hereto as Exhibit F. The Administrative Agent will use its best efforts to promptly give each of the Lenders notice of any inspection it intends to make pursuant to this Section 6.6. The Borrower Each Credit Party will deliver to the Administrative Agent any instrument necessary for the Administrative Agent to obtain records from any service bureau maintaining records for the Borrowersuch Credit Party. The Administrative Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the Borrower's books and recordsrecords of any Credit Party, or require the Borrower each Credit Party to deliver such copies to the Administrative Agent. The Administrative Agent may, without expense to the Administrative Agent, use such of the Borrower's respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Administrative Agent's Liens. The Administrative Agent shall have the right, at any time, in the Administrative Agent's name or in the name of a nominee of the Administrative Agent, to verify the validity, amount or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower Each Credit Party agrees that, subject to the Borrowersuch Credit Party's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, the Administrative Agent and each Lender may use the Borrowersuch Credit Party's name in advertising and promotional material and in conjunction therewith disclose the general terms of this Agreement. The Administrative Agent and each Lender agree to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by any Credit Party and provided to the Administrative Agent or such Lender by or on behalf of the Borrowersuch Credit Party, under this Agreement or any other Loan Document, and neither the Administrative Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Administrative Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrowera Credit Party, provided that the Administrative Agent or such Lender does not have reason to believe that such source is not bound by a confidentiality agreement with the Borrower a Credit Party known to the Administrative Agent or such Lender; provided, however, that the Administrative Agent and any Lender may disclose such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Administrative Agent or such Lender is subject or in connection with an examination of the Administrative Agent or such Lender by any such Governmental Authority; (2) pursuant to subpoena or other court process; (3) when required to do so in accordance with the provisions of any applicable requirement of law; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Administrative Agent, any Lender or their respective Affiliates may be party; (5) to the extent reasonably required in connection with the exercise of any remedy hereunder or under any other Loan Document; (6) to the Administrative Agent's or such Lender's independent auditors, accountants, attorneys and other professional advisors; (7) to any prospective Participating Lender or assignee under any Assignment and Acceptance, actual or potential; provided, provided that such prospective Participating Lender or assignee agrees to keep such information confidential to the same extent required of the Administrative Agent and the Lenders hereunder; (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the Borrower a Credit Party is party or is deemed party with the Administrative Agent or such Lender, ; and (9) to its Affiliates.)

Access and Examination; Confidentiality. (a) The Agent, accompanied by any Lender which so elects, may at all reasonable times during regular business hours (hours, and at any time when a Default or Event of Default exists) , have access to, examine, audit, make extracts from or copies of of, and inspect any or all of the Borrower's Borrowers' records, files, and books of account and the Collateral, and discuss the Borrower's Borrowers' affairs with the Borrower's Borrowers' officers and senior management. The Borrower Borrowers will deliver to the Agent any instrument necessary for the Agent to obtain records from any service bureau maintaining records for the BorrowerBorrowers. The Agent may, and at the direction of the Majority Lenders shall, at any time when a Default or Event of Default exists, and at the Borrower's Borrowers' expense, make copies of all of the Borrower's Borrowers' books and records, or require the Borrower Borrowers to deliver such copies to the Agent. The Agent may, without expense to the Agent, use such of the Borrower's Borrowers' respective personnel, supplies, and premises as may be reasonably necessary for maintaining or enforcing the Agent's Liens. The Agent shall have the right, at any time, in the Agent's name or in the name of a nominee of the Agent, to verify the validity, amount amount, or any other matter relating to the Accounts, Inventory, or other Collateral, by mail, telephone, or otherwise. (b) The Borrower agrees that, subject to Each of the Borrower's prior consent for uses other than in a traditional tombstone, which consent shall not be unreasonably withheld or delayed, Borrowers hereby consents that the Agent and each Lender may issue and disseminate to the public general information describing the credit accommodation entered into pursuant to this Agreement, including the names and addresses of the Borrowers and a general description of the Borrowers' business and may use the Borrower's name Borrowers' names in advertising and other promotional material and in conjunction therewith disclose the general terms of this Agreement. The Agent and each material. (c) Each Lender agree severally agrees to take normal and reasonable precautions and exercise due care to maintain the confidentiality of all information identified as "confidential" or "secret" by any Borrower and provided to the Agent or such Lender by or on behalf of the such Borrower, under this Agreement or any other Loan Document, and neither the Agent, nor such Lender nor any of their respective Affiliates shall use any such information other than in connection with or in enforcement of this Agreement and the other Loan Documents, except to the extent that such information (i) was or becomes generally available to the public other than as a result of disclosure by the Agent or such Lender, or (ii) was or becomes available on a nonconfidential basis from a source other than the Borrower, Borrowers; provided that such source is not bound by a confidentiality agreement with the Borrower Borrowers known to the Agent or such Lender; provided. Notwithstanding the foregoing, however, that the Agent and any Lender may disclose any such information (1) at the request or pursuant to any requirement of any Governmental Authority to which the Agent or such Lender is subject or in connection with an examination of the Agent or such Lender by any such Governmental Authority; , (2) pursuant to subpoena or other court process; , (3) when required to do so in accordance with the provisions of any applicable requirement Requirement of lawLaw; (4) to the extent reasonably required in connection with any litigation or proceeding (including, but not limited to, any bankruptcy proceeding) to which the Agent, any Lender Lender, or their respective Affiliates may be party; , (5) to the extent reasonably required in connection with the exercise of any remedy or enforcement of any rights hereunder or under any other Loan Document; , (6) to the Agent's or such Lender's independent auditors, accountants, attorneys attorneys, and other professional advisors; , (7) to any prospective Participating Lender Participant or assignee under any Assignment and AcceptanceAssignee, actual or potential, provided that such prospective Participating Lender Participant or assignee Assignee agrees to keep such information confidential to the same extent required of the Agent and the Lenders hereunder; , (8) as expressly permitted under the terms of any other document or agreement regarding confidentiality to which the any Borrower is a party or is deemed a party with the Agent or such Lender, and (9) to its Affiliates.