Common use of Access to Books, Records and Financial Information Clause in Contracts

Access to Books, Records and Financial Information. The Senior Manager shall have the right, upon reasonable request for purposes reasonably related to the interest of the Senior Manager as a partner of Holdings, to inspect, during normal business hours, Holdings’ books and records (including such financial and other information relating to Holdings or any other Person in which Holdings directly or indirectly owns an interest) for so long as the Senior Manager is a partner of Holdings; provided, however, that the General Partner shall have the right to keep confidential from the Senior Manager, for such period of time as the General Partner deems reasonable, any information which the General Partner reasonably believes to be in the nature of trade secrets or other information the disclosure of which the General Partner in good faith believes is not in the best interest of Holdings or could damage Holdings or its business or which Holdings is required by law or by agreement with a third party to keep confidential; provided, further, that the Senior Manager shall not have any right to inspect or review the Agreement Among Principals, any other Limited Partner’s roll-up agreement or similar agreement, or the Ownership Percentages of any other Limited Partner. All requests for information or access shall be made in writing and shall specify the reasons for such request. Holdings shall have twenty (20) Business Days to respond to such request (or such longer period as may be reasonable under the circumstances given the volume or complexity of the request). The Senior Manager shall reimburse Holdings for all reasonable expenses incurred by it in order to provide such information or access (including expenses necessary to provide such information or access in a manner that is prudent in order to protect the interests of Holdings and its Affiliates). Holdings shall have no obligation to generate information that does not exist nor organize information in a format that does not exist. Holdings shall not have to respond to more than one request in any thirty (30) day period made by the Senior Manager, provided that one request may include more than one deliverable. The rights of the Senior Manager pursuant to this Section 5.4 shall expire when the Senior Manager no longer owns an interest in Holdings. The Senior Manager acknowledges and agrees that he has bargained for and agreed to the provisions of this Section 5.4 and any other provisions of this Agreement which restrict access to information, that such provisions constitute a fundamental element of their agreement relating to the affairs of Holdings, that such provisions limit rights of inspection otherwise available to them and that such provisions are intended to be enforceable notwithstanding any rights of inspection otherwise available at law or in equity.

Access to Books, Records and Financial Information. The Senior Manager Each Principal shall have the right, upon reasonable request for purposes reasonably related to the interest of the Senior Manager such Principal as a partner or former partner of Holdings, to inspect, during normal business hours, Holdings’ books and records (including such financial and other information relating to Holdings or any other Person in which Holdings directly or indirectly owns an interest) for so long as the Senior Manager is relating to any period of time during which such Principal was a partner of Holdings; provided, however, that the General Partner shall have the right to keep confidential from the Senior Manager, for such period of time as the General Partner deems reasonable, any information which the General Partner reasonably believes to be in the nature of trade secrets or other information the disclosure of which the General Partner in good faith believes is not in the best interest of Holdings or could damage Holdings or its business or which Holdings is required by law or by agreement with a third party to keep confidential; provided, further, that the Senior Manager shall not have any right to inspect or review the Agreement Among Principals, any other Limited Partner’s roll-up agreement or similar agreement, or the Ownership Percentages of any other Limited Partner. All requests for information or access shall be made in writing and shall specify the reasons for such request. Holdings shall have twenty (20) Business Days to respond to such request (or such longer period as may be reasonable under the circumstances given the volume or complexity of the request). The Senior Manager requesting Principal shall reimburse Holdings for all reasonable expenses incurred by it Holdings in order to provide such information or access (including expenses necessary to provide such information or access in a manner that is prudent in order to protect the interests of Holdings and its Affiliatesaffiliates). Holdings shall have no obligation to generate information that does not exist nor organize information in a format that does not exist. Holdings shall not have to respond to more than one request in any thirty (30) day period made by the Senior Manager, provided that one request may include more than one deliverablesame Principal. The rights of the Senior Manager a Principal pursuant to this Section 5.4 5.7 shall expire when the Senior Manager such Principal’s Group no longer owns an interest in Holdings. The Senior Manager acknowledges Principals acknowledge and agrees agree that he has they have bargained for and agreed to the provisions of this Section 5.4 5.7 and any other provisions of this Agreement which restrict access to information, that such provisions constitute a fundamental element of their agreement relating to the affairs of Holdings, that such provisions limit rights of inspection otherwise available to them and that such provisions are intended to be enforceable notwithstanding any rights of inspection otherwise available at law or in equity.