Common use of Access to Books and Property; Audit Rights Clause in Contracts

Access to Books and Property; Audit Rights. Each Group Member shall permit the Agents, the Lenders, the Issuing Banks and any Related Person of any of them, as often as reasonably requested (utilizing efforts to minimize the interference with operations), at any reasonable time during normal business hours and with reasonable advance notice (except that, during the continuance of an Event of Default, no such notice shall be required) to (a) visit and inspect the property of each Group Member and examine and make copies of and abstracts from, the corporate (and similar), financial, operating and other books and records of each Group Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member, (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member and (d) conduct such appraisals, audits, reviews, and investigations of the Collateral and any documents, instruments or agreements relating thereto; provided that, so long as no Event of Default has occurred and is continuing, the Agents, the Lenders, the Issuing Banks and any Related Persons shall not, collectively or individually, exercise the rights granted under this Section 6.15 more often than twice in the aggregate in any Fiscal Year. Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Agents, the Lenders, the Issuing Banks and their Related Persons and to disclose to the Agents, the Lenders, the Issuing Banks and their Related Persons all financial statements and other documents and information as they might have and any Agent or any Lender reasonably requests with respect to any Group Member. The Administrative Agent may at the sole expense of the Borrower, not more frequently than every six months (and commencing no sooner than after delivery of audited Financial Statements pursuant to Section 6.1(c) for the period ended March 31, 2014), request a valuation or audit report from an Acceptable Appraiser of that portion of the Collateral consisting of Receivables.

Access to Books and Property; Audit Rights. Each of Holdings and each Group Member shall permit the Agents, the Lenders, the Issuing Banks Lenders and any Related Person of any of them, as often as reasonably requested (utilizing efforts to minimize the interference with operations)requested, at any reasonable time during normal business hours and with reasonable advance notice (except that, during the continuance of an Event of Default, no such notice shall be required) to (a) visit and inspect the property of Holdings and each Group Member and examine and make copies of and abstracts from, the corporate (and similar), financial, operating and other books and records of Holdings and each Group Member, (b) discuss the affairs, finances and accounts of Holdings and each Group Member with any officer or director of Holdings or any Group Member, (c) communicate directly with any registered certified public accountants (including the Group Members’ ' Accountants) of Holdings or any Group Member and (d) conduct such appraisals, audits, reviews, and investigations of the Collateral and any documents, instruments or agreements relating thereto; provided that, so long as no Event of Default has occurred and is continuing, the Agents, the Lenders, the Issuing Banks Lenders and any Related Persons shall not, collectively or individually, exercise the rights granted under this Section 6.15 7.7 more often than twice in the aggregate in any Fiscal Year. Each Holdings and each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ ' Accountants) to communicate directly with the Agents, the Lenders, the Issuing Banks Lenders and their Related Persons and to disclose to the Agents, the Lenders, the Issuing Banks Lenders and their Related Persons all financial statements and other documents and information as they might have and any Agent or any Lender reasonably requests with respect to Holdings or any Group Member. The Administrative Agent may at the sole expense of the Borrower, not more frequently than every six months (and commencing no sooner than after delivery of audited Financial Statements pursuant to Section 6.1(c) for the period ended March 31, 2014), request a valuation or audit report from an Acceptable Appraiser of that portion of the Collateral consisting of Receivables.

Access to Books and Property; Audit Rights. (a) Each Group Member shall permit the AgentsAgent, the Lenders, the Issuing Banks and any Related Person of any of them, as often as reasonably requested (utilizing efforts to minimize the interference with operations), at any reasonable time during normal business hours and with reasonable advance notice (except that, during the continuance of an Event of Default, no such notice shall be required) to (a) visit and inspect the property of each Group Member and examine and make copies of and abstracts from, the corporate (and similar), financial, operating and other books and records of each Group Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member, (c) communicate directly with any registered certified public accountants (including the Group Members’ ' Accountants) of any Group Member and (d) conduct such appraisals, audits, reviews, and investigations of the Collateral and any documents, instruments or agreements relating thereto; provided provided, however, that, so long as no Event of Default has occurred and is continuing, the AgentsAgent, the Lenders, the Issuing Banks and any Related Persons shall not, collectively or individually, exercise the rights granted under this Section 6.15 5.15 more often than twice in the aggregate in any Fiscal Year. Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ ' Accountants) to communicate directly with the AgentsAgent, the Lenders, the Issuing Banks and their Related Persons and to disclose to the AgentsAgent, the Lenders, the Issuing Banks and their Related Persons all financial statements and other documents and information as they might have and any Agent or any Lender reasonably requests with respect to any Group Member. The Administrative Agent may at the sole expense of the Borrower, not more frequently than every six months (and commencing no sooner than after delivery of audited Financial Statements pursuant to Section 6.1(c5.1(c) for the period ended March 31, 20142016), request a valuation or audit report from an Acceptable Appraiser of that portion of the Collateral consisting of Receivables. (b) Promptly after the Initial Closing Date, the Borrower shall cause, at its own expense, the completion by an Acceptable Appraiser of a valuation or audit report of the Collateral as of June 30, 2016 or such earlier date as the Borrower and the Agent may reasonably agree; provided that (i) the aggregate costs of such valuation or audit report shall not exceed $50,000, (ii) the valuation or audit report shall be limited to Receivables and the borrowing base under the First Lien Credit Agreement, (iii) Agent shall share the report with the First Lien Agent; provided, further that Agent, at the direction of the Required Lenders may waive the requirement for any such report.

Access to Books and Property; Audit Rights. Each Group Member shall permit the AgentsAdministrative Agent, the Lenders, the Issuing Banks Lenders and any Related Person of any of them, as often as reasonably requested (utilizing efforts to minimize the interference with operations)requested, at any reasonable time during normal business hours and with reasonable advance notice (except that, during the continuance of an Event of Default, no such notice shall be required) to (a) visit and inspect the property of each Group Member and examine and make copies of and abstracts from, the corporate (and similar), financial, operating and other books and records of each Group Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member, (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member and (d) conduct such appraisals, audits, reviews, and investigations of the Collateral and any documents, instruments or agreements relating thereto; provided that, so long as no Event of Default has occurred and is continuingexists, the AgentsAdministrative Agent, the Lenders, the Issuing Banks Lenders and any Related Persons shall not, collectively or individually, exercise the rights granted under this Section 6.15 7.7 more often than twice in the aggregate in any Fiscal Year. Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the AgentsAdministrative Agent, the Lenders, the Issuing Banks Lenders and their Related Persons and to disclose to the AgentsAdministrative Agent, the Lenders, the Issuing Banks Lenders and their Related Persons all financial statements and other documents and information as they might have and any the Administrative Agent or any Lender reasonably requests with respect to any Group Member. The Administrative Agent may at the sole expense of the Borrower, not more frequently than every six months (and commencing no sooner than after delivery of audited Financial Statements pursuant to Section 6.1(c) for the period ended March 31, 2014), request a valuation or audit report from an Acceptable Appraiser of that portion of the Collateral consisting of Receivables.

Access to Books and Property; Audit Rights. (a) Each Group Member shall permit the Agents, the Lenders, the Issuing Banks and any Related Person of any of them, as often as reasonably requested (utilizing efforts to minimize the interference with operations), at any reasonable time during normal business hours and with reasonable advance notice (except that, during the continuance of an Event of Default, no such notice shall be required) to (a) visit and inspect the property of each Group Member and examine and make copies of and abstracts from, the corporate (and similar), financial, operating and other books and records of each Group Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member, (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member and (d) conduct such appraisals, audits, reviews, and investigations of the Collateral and any documents, instruments or agreements relating thereto; provided that, so long as no Event of Default has occurred and is continuing, the Agents, the Lenders, the Issuing Banks and any Related Persons shall not, collectively or individually, exercise the rights granted under this Section 6.15 more often than twice in the aggregate in any Fiscal Year. Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Agents, the Lenders, the Issuing Banks and their Related Persons and to disclose to the Agents, the Lenders, the Issuing Banks and their Related Persons all financial statements and other documents and information as they might have and any Agent or any Lender reasonably requests with respect to any Group Member. The Administrative Agent may at the sole expense of the Borrower, not more frequently than every six months (and commencing no sooner than after delivery of audited Financial Statements pursuant to Section 6.1(c) for the period ended March 31, 2014), request a valuation or audit report from an Acceptable Appraiser of that portion of the Collateral consisting of Receivables. (b) Promptly after the Second Amendment and Restatement Effective Date, the Borrower shall cause, at its own expense, the completion by an Acceptable Appraiser of a valuation or audit report of the Collateral as of June 30, 2015 or such earlier date as the Borrower and the Administrative Agent may reasonably agree.