Access to Books and Property. Each Group Member shall permit the Administrative Agent accompanied by the Lender and their respective Related Persons, 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 (provided, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation), (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (provided, however, that a representative of Borrower may be present during any such communication and only the Borrower, Administrative Agent and/or its Related Persons may participate in such communications). Subject to the foregoing, each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent and to disclose to the Administrative Agent all financial statements and other documents and information as they might have and the Administrative Agent reasonably requests with respect to any Group Member.
Appears in 2 contracts
Samples: Credit Agreement (SRAM International Corp), Credit Agreement (SRAM International Corp)
Access to Books and Property. Each Group Member shall permit (a) so long as no Default or Event of Default then exists, the Administrative Agent accompanied by and any Related Person of the Lender Administrative Agent and their respective (b) during the continuance of a Default or Event of Default, the Administrative Agent, the Lenders, or any Related PersonsPerson of any of them, 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 (provided, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation)Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (providedMember; provided that, however, that a representative of Borrower may be present during excluding any such communication visits and only inspections during the Borrowercontinuation of a Default or Event of Default (which shall be unlimited), the Administrative Agent and/or its and any Related Persons may participate of the Administrative Agent shall not exercise such rights more often than one time in such communications)the aggregate in any Fiscal Year, which shall be at the Lenders’ expense so long as no Default or Event of Default then exists. Subject to the foregoing, each Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent Agent, the Lenders and their Related Persons, as applicable, and to disclose to the Administrative Agent Agent, the Lenders and their Related Persons, as applicable, all financial statements and other documents and information as they might have and the Administrative Agent or any Lender reasonably requests with respect to any Group Member.
Appears in 2 contracts
Samples: Credit Agreement (Medical Staffing Network Holdings Inc), Credit Agreement (Medical Staffing Network Holdings Inc)
Access to Books and Property. Each Group Member shall permit the Administrative Agent, the Lenders and any Related Person of any of them, as often as reasonably requested (but not more than two times during any calendar year unless there has occurred a default); and provided, however, (a) the Group Member shall not be required to pay the expenses of more than two such visits and inspections in the aggregate during any calendar year unless an Event of Default has occurred and is continuing, (b) each Lender shall at all times coordinate with the Administrative Agent accompanied by the Lender frequency and their respective Related Personstiming of any such visits and inspections so as to reasonably minimize the burden imposed on the Group Member), 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 (ai) 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 (providedMember, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation), (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (ciii) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (provided, however, that a representative of Borrower may be present during any such communication and only the Borrower, Administrative Agent and/or its Related Persons may participate in such communications)Member. Subject to the foregoing, each Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent Agent, the Lenders and their Related Persons and to disclose to the Administrative Agent Agent, the Lenders and their Related Persons all financial statements and other documents and information as they might have and the Administrative Agent or any Lender reasonably requests with respect to any Group Member.
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Access to Books and Property. Each Group Member shall permit the Administrative Agent accompanied by (and any Lender to the Lender extent accompanying the Administrative Agent) and their respective any Related PersonsPerson of any of them, as often as reasonably requested (but, unless an Event of Default has occurred and is continuing, no more than once per Fiscal Quarter), 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) 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 (provided, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation)Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (c) communicate directly with any registered certified public accountants (including the Group Members’ ' Accountants) of any Group Member (providedMember, however, that a representative of so long as the Borrower may be present during any such communication is provided reasonable advance notice and only the Borrower, Administrative Agent and/or its Related Persons may opportunity to participate in such communications)discussions. Subject to the foregoingclause (c) above, each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ ' Accountants) to communicate directly with the Administrative Agent and their Related Persons and to disclose to the Administrative Agent and their Related Persons all financial statements and other documents and information as they might have and the Administrative Agent reasonably requests with respect to any Group Member. Notwithstanding the foregoing, so long as no Event of Default shall have occurred and be continuing, (i) the Borrower shall not be obligated to pay the fees, costs and expenses for more than one (1) such visit or inspection of the Loan Parties conducted during each 12 month period during the term of this Agreement and (ii) Administrative Agent shall notify the Borrower prior to communicating with any such independent accountants and a Responsible Officer shall have the right to be present at such discussions. Without in any way limiting the foregoing, each Group Member, at the request of the Administrative Agent or the Required Lenders, will participate and cause key management personnel of such Group Member to participate in a meeting with the Administrative Agent and the Lenders at least once during each Fiscal Year.
Appears in 1 contract
Access to Books and Property. Each Group Member shall permit the Administrative Agent, the Lenders and any Related Person of any of them, as often as reasonably requested (but not more than two times during any calendar year unless an Event of Default has occurred and is continuing); and provided, however, (a) the Group Member shall not be required to pay the expenses of more than two such visits and inspections in the aggregate during any calendar year unless an Event of Default has occurred and is continuing, (b) each Lender shall at all times coordinate with the Administrative Agent accompanied by the Lender frequency and their respective Related Personstiming of any such visits and inspections so as to reasonably minimize the burden imposed on the Group Member), 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 (ai) 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 (providedMember, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation), (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (ciii) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (provided, however, that a representative of Borrower may be present during any such communication and only the Borrower, Administrative Agent and/or its Related Persons may participate in such communications)Member. Subject to the foregoing, each Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent Agent, the Lenders and their Related Persons and to disclose to the Administrative Agent Agent, the Lenders and their Related Persons all financial statements and other documents and information as they might have and the Administrative Agent or any Lender reasonably requests with respect to any Group Member.
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Access to Books and Property. Each Group Member shall permit (a) so long as no Default or Event of Default then exists, the Administrative Agent accompanied by and any Related Person of the Lender Administrative Agent and their respective (b) during the continuance of a Default or Event of Default, the Administrative Agent, the Lenders, or any Related PersonsPerson of any of them, 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 (provided, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation)Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (providedMember; provided that, however, that a representative of Borrower may be present during excluding any such communication visits and only inspections during the Borrowercontinuation of a Default or Event of Default (which shall be unlimited), the Administrative Agent and/or its and any Related Persons may participate of the Administrative Agent shall not exercise such rights more often than one time in such communications)the aggregate in any Fiscal Year, which shall be at the Lenders’ expense so long as no Default or Event of Default then exists. Subject to the foregoing, each Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent Agent, the Lenders and their Related Persons, as applicable, and to disclose to the Administrative Agent Agent, the Lenders and their Related Persons, as applicable, all financial statements and other documents and information as they might have and the Administrative Agent or any Lender reasonably requests with respect to any Group Member. CREDIT AGREEMENT MEDICAL STAFFING NETWORK, INC.
Appears in 1 contract
Samples: Credit Agreement (Medical Staffing Network Holdings Inc)
Access to Books and Property. Each Group Member shall permit each Agents (and any Lender to the Administrative Agent accompanied by the Lender extent accompanying an Agent) and their respective any Related PersonsPerson of any of them, as often as reasonably requested (but, unless an Event of Default has occurred and is continuing, no more than once per Fiscal Quarter), 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) 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 (provided, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation)Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (c) communicate directly with any registered certified public accountants (including the Group Members’ ' Accountants) of any Group Member (providedMember, however, that a representative of so long as the Borrower may be present during any such communication is provided reasonable advance notice and only the Borrower, Administrative Agent and/or its Related Persons may opportunity to participate in such communications)discussions. Subject to the foregoingclause (c) above, each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ ' Accountants) to communicate directly with the Administrative Agent Agents and their Related Persons and to disclose to the Administrative Agent Agents and their Related Persons all financial statements and other documents and information as they might have and the Administrative Agent Agents reasonably requests request with respect to any Group Member. Notwithstanding the foregoing, so long as no Event of Default shall have occurred and be continuing, (i) the Borrower shall not be obligated to pay the fees, costs and expenses for more than one (1) such visit or inspection of the Loan Parties conducted during each 12 month period during the term of this Agreement and (ii) Agents shall notify the Borrower prior to communicating with any such independent accountants and a Responsible Officer shall have the right to be present at such discussions. Without in any way limiting the foregoing, each Group Member, at the request of each Agent or the Required Lenders, will participate and cause key management personnel of such Group Member to participate in a meeting with the Agents and the Lenders at least once during each Fiscal Year.
Appears in 1 contract
Samples: Credit Agreement (Goamerica Inc)
Access to Books and Property. Each Group Member shall permit (a) so long as no Default or Event of Default then exists, the Administrative Agent accompanied by and any Related Person of the Lender Administrative Agent and their respective (b) during the continuance of a Default or Event of Default, the Administrative Agent, the Lenders, or any Related PersonsPerson of any of them, 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 (provided, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation)Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (providedMember; provided that, however, that a representative of Borrower may be present during excluding any such communication visits and only inspections during the Borrowercontinuation of a Default or Event of Default (which shall be unlimited), the Administrative Agent and/or its and any Related Persons may participate of the Administrative Agent shall not exercise such rights more often than one time in such communications)the aggregate in any Fiscal Year, which shall be at the Lenders’ expense so long as no Default or Event of Default then exists. Subject to the foregoing, each Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent Agent, the Lenders and their Related Persons, as applicable, and to disclose to the Administrative Agent Agent, the Lenders and their Related Persons, as applicable, all financial statements and other documents and information as they might have and the Administrative Agent or any Lender reasonably requests with respect to any Group Member. AMENDED AND RESTATED CREDIT AGREEMENT MEDICAL STAFFING NETWORK, INC.
Appears in 1 contract
Samples: Credit Agreement (Medical Staffing Network Holdings Inc)
Access to Books and Property. Each Group Member shall permit the Administrative Subordinated Notes Agent, the Noteholders and any Related Person of any of them, as often as reasonably requested (but not more than two times during any calendar year unless there has occurred a default); and provided, however, (a) the Group Member shall not be required to pay the expenses of more than two such visits and inspections in the aggregate during any calendar year unless an Event of Default has occurred and is continuing, (b) each Noteholder shall at all times coordinate with the Subordinated Notes Agent accompanied by the Lender frequency and their respective Related Personstiming of any such visits and inspections so as to reasonably minimize the burden imposed on the Group Member), 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 (ai) 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 (providedMember, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation), (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (ciii) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (provided, however, that a representative of Borrower may be present during any such communication and only the Borrower, Administrative Agent and/or its Related Persons may participate in such communications)Member. Subject to the foregoing, each Each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent Subordinated Notes Agent, the Noteholders and their Related Persons and to disclose to the Administrative Agent Subordinated Notes Agent, the Noteholders and their Related Persons all financial statements and other documents and information as they might have and the Administrative Subordinated Notes Agent or any Noteholder reasonably requests with respect to any Group Member.
Appears in 1 contract
Samples: Subordinated Notes Agreement (Townsquare Media, Inc.)
Access to Books and Property. Each Group Member shall permit the Administrative Agent accompanied by (and any Lender to the Lender extent accompanying the Administrative Agent) and their respective any Related PersonsPerson of any of them, as often as reasonably requested (but, unless an Event of Default has occurred and is continuing, no more than once per Fiscal Quarter), 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) 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 (provided, however, that so long as no Event of Default is continuing, not more often than (i) twice per Fiscal Year to the Borrower’s corporate headquarters and (ii) once per Fiscal Year to each other property of the Borrower or any Subsidiary (but, so long as no Event of Default is continuing, the Borrower shall only be responsible for the fees, costs and expenses of one individual with respect to any visit made pursuant to this clause (ii), without any limitation on the number of individuals that may attend such visitation)Member, (b) discuss the affairs, finances and accounts of each Group Member with any officer or director of any Group Member and (c) communicate directly with any registered certified public accountants (including the Group Members’ Accountants) of any Group Member (providedMember, however, that a representative of so long as the Borrower may be present during any such communication is provided reasonable advance notice and only the Borrower, Administrative Agent and/or its Related Persons may opportunity to participate in such communications)discussions. Subject to the foregoingclause (c) above, each Group Member shall authorize their respective registered certified public accountants (including the Group Members’ Accountants) to communicate directly with the Administrative Agent and their Related Persons and to disclose to the Administrative Agent and their Related Persons all financial statements and other documents and information as they might have and the Administrative Agent reasonably requests with respect to any Group Member. Notwithstanding the foregoing, so long as no Event of Default shall have occurred and be continuing, (i) the Borrower shall not be obligated to pay the fees, costs and expenses for more than one (1) such visit or inspection of the Loan Parties conducted during each 12 month period during the term of this Agreement and (ii) Administrative Agent shall notify the Borrower prior to communicating with any such independent accountants and a Responsible Officer shall have the right to be present at such discussions. Without in any way limiting the foregoing, each Group Member, at the request of the Administrative Agent or the Required Lenders, will participate and cause key management personnel of such Group Member to participate in a meeting with the Administrative Agent and the Lenders at least once during each Fiscal Year.
Appears in 1 contract
Samples: Second Lien Credit Agreement (Clearlake Capital Partners, LLC)