Common use of Access to Certain Documentation and Information Regarding the Collateral Clause in Contracts

Access to Certain Documentation and Information Regarding the Collateral. Each Loan Party shall permit the Administrative Agent or its duly authorized representatives or independent contractors, upon reasonable advance notice to such Loan Party, as applicable, and subject to all Xxxxxx Xxx procedures and restrictions, (i) access to documentation that such Loan Party may possess regarding the Xxxxxx Xxx MSRs, (ii) to visit such Loan Party, and to discuss its affairs, finances and accounts (as they relate to their respective obligations under this Agreement and the other Transaction Documents) with such Loan Party, its officers and independent accountants (subject to such accountants’ customary policies and procedures) and (iii) to examine the books of account and records of such Loan Party, as they relate to the Collateral and the Xxxxxx Xxx MSRs, to make copies thereof or extracts therefrom, all at such reasonable times and during regular business hours of such Loan Party. The Administrative Agent may perform the functions set forth above no more than once per year, or at any time following (x) an Event of Default or (y) following delivery by the Servicing Diligence Agent to the Administrative Agent of notice that any material adverse effect with respect to the Mortgage Loans is reasonably likely to occur, in either case, at the Administrative Agent’s determination, and under any circumstance, at the cost and expense of the Borrower. Such representatives or independent contractors shall use commercially reasonable efforts to avoid interruption of the normal business operations of the Loan Parties. Notwithstanding anything to the contrary in this Section 5.1(j), (A) no Loan Party will be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter that (x) constitutes non-financial trade secrets or nonfinancial proprietary information, (y) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Applicable Law or any binding confidentiality agreement or the Xxxxxx Xxx Requirements or (z) is subject to attorney-client or similar privilege or constitutes attorney work product and (B) so long as an Event of Default has not occurred, the Guarantor shall have the opportunity to participate in any discussions with the Guarantor’s independent accountants.

Access to Certain Documentation and Information Regarding the Collateral. Each Loan Party The Borrower shall permit the Administrative Agent or its duly authorized representatives or independent contractors, upon reasonable advance notice to such Loan Partythe Borrower, as applicable, and subject to all Xxxxxx applicable Ginnxx Xxx procedures xxxcedures and restrictions, (i) access to documentation that such Loan Party the Borrower may possess regarding the Xxxxxx Xxx MSRsEligible MSR Collateral, (ii) to visit such Loan Partythe Borrower, and to discuss its affairs, finances and accounts (as they relate to their respective obligations under this Agreement and the other Transaction Documents) with such Loan Partythe Borrower, its officers and independent accountants (subject to such accountants’ customary policies and procedures) and (iii) to examine the books of account and records of such Loan Partythe Borrower, as they relate to the Collateral and the Xxxxxx Ginnxx Xxx MSRsXXXs, to make copies thereof or extracts therefrom, all at such reasonable times and during regular business hours of such Loan Partythe Borrower (as applicable). The Administrative Agent may perform the functions set forth above no more than once per yearyear for the Borrower, or at any time following (x) an Event of Default or (y) following delivery by the Servicing Diligence Agent to the Administrative Agent of notice that any material adverse effect with respect to the Mortgage Loans Portfolio is reasonably likely to occur, in either case, at the Administrative Agent’s determination, and under any circumstance, at the cost and expense of the Borrower. Such representatives or independent contractors shall use commercially reasonable efforts to avoid interruption of the normal business operations of the Loan PartiesBorrower. Notwithstanding anything to the contrary in this Section 5.1(j), (A) no Loan Party the Borrower will not be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter that (x) constitutes non-financial trade secrets or nonfinancial proprietary information, (y) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Applicable Law law or any binding confidentiality agreement or the Xxxxxx Xxx Requirements or (z) is subject to attorney-client or similar privilege or constitutes attorney work product and (B) so long as an Event of Default has not occurred, the Guarantor Borrower shall have the opportunity to participate in any discussions with the GuarantorBorrower’s independent accountants.

Access to Certain Documentation and Information Regarding the Collateral. Each Loan Party The Borrower shall permit the Administrative Agent or its duly authorized representatives or independent contractors, upon reasonable advance notice to such Loan Partythe Borrower, as applicable, and subject to all applicable Xxxxxx Xxx procedures and restrictions, (i) access to documentation that such Loan Party the Borrower may possess regarding the Xxxxxx Xxx MSRsEligible MSR Collateral, (ii) to visit such Loan Partythe Borrower, and to discuss its affairs, finances and accounts (as they relate to their respective obligations under this Agreement and the other Transaction Documents) with such Loan Partythe Borrower, its officers and independent accountants (subject to such accountants’ customary policies and procedures) and (iii) to examine the books of account and records of such Loan Partythe Borrower, as they relate to the Collateral and the Xxxxxx Xxx MSRs, to make copies thereof or extracts therefrom, all at such reasonable times and during regular business hours of such Loan Partythe Borrower (as applicable). The Administrative Agent may perform the functions set forth above no more than once per yearyear for the Borrower, or at any time following (x) an Event of Default or (y) following delivery by the Servicing Diligence Agent to the Administrative Agent of notice that any material adverse effect with respect to the Mortgage Loans Portfolio is reasonably likely to occur, in either case, at the Administrative Agent’s determination, and under any circumstance, at the cost and expense of the Borrower. Such representatives or independent contractors shall use commercially reasonable efforts to avoid interruption of the 51 normal business operations of the Loan PartiesBorrower. Notwithstanding anything to the contrary in this Section 5.1(j), (A) no Loan Party the Borrower will not be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter that (x) constitutes non-financial trade secrets or nonfinancial proprietary information, (y) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Applicable Law law or any binding confidentiality agreement or the Xxxxxx Xxx Requirements or (z) is subject to attorney-client or similar privilege or constitutes attorney work product and (B) so long as an Event of Default has not occurred, the Guarantor Borrower shall have the opportunity to participate in any discussions with the GuarantorBorrower’s independent accountants.

Access to Certain Documentation and Information Regarding the Collateral. Each Loan Party The Borrower shall permit the Administrative Agent or its duly authorized representatives or independent contractors, upon reasonable advance notice to such Loan Partythe Borrower, as applicable, and subject to all Xxxxxx Xxx procedures and restrictions, (i) access to documentation that such Loan Party the Borrower may possess regarding the Xxxxxx Xxx MSRs, (ii) to visit such Loan Partythe Borrower, and to discuss its affairs, finances and accounts (as they relate to their respective obligations under this Agreement and the other Transaction Documents) with such Loan Partythe Borrower, its officers and independent accountants (subject to such accountants’ customary policies and procedures) and (iii) to examine the books of account and records of such Loan Partythe Borrower, as they relate to the Collateral and the Xxxxxx Xxx MSRsCollateral, to make copies thereof or extracts therefrom, all at such reasonable times and during regular business hours of such Loan Partythe Borrower. The Administrative Agent may perform the functions set forth above no more than once per yearyear for the Borrower, or at any time following (x) an Event of Default or (y) following delivery by the Servicing Diligence Agent to the Administrative Agent of notice that any material adverse effect with respect to the Mortgage Loans is reasonably likely to occur, in either case, at the Administrative Agent’s determination, and under any circumstance, at the cost and expense of the Borrower. Such representatives or independent contractors shall use commercially reasonable efforts to avoid interruption of the normal business operations of the Loan PartiesBorrower. Notwithstanding anything to the contrary in this Section 5.1(j), (A) no Loan Party the Borrower will not be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or 742613903 21686243 other matter that (x) constitutes non-financial trade secrets or nonfinancial proprietary information, (y) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Applicable Law or any binding confidentiality agreement or the Xxxxxx Xxx Requirements or (z) is subject to attorney-client or similar privilege or constitutes attorney work product and (B) so long as an Event of Default has not occurred, the Guarantor Borrower shall have the opportunity to participate in any discussions with the GuarantorBorrower’s independent accountants.

Access to Certain Documentation and Information Regarding the Collateral. Each Loan Party The Borrower shall permit the Administrative Agent or its duly authorized representatives or independent contractors, upon reasonable advance notice to such Loan Partythe Borrower, as applicable, and subject to all Xxxxxx Xxx Fannie Mae procedures and restrictions, (i) access to documentation tx xxxxmxxxation that such Loan Party the Borrower may possess regarding the Xxxxxx Xxx Fannie Mae MSRs, (ii) to visit such Loan Partythe Borrower, and to discuss xxxxxxs its affairs, finances and accounts (as they relate to their respective obligations under this Agreement and the other Transaction Documents) with such Loan Partythe Borrower, its officers and independent accountants (subject to such accountants’ customary policies and procedures) and (iii) to examine the books of account and records of such Loan Partythe Borrower, as they relate to the Collateral and the Xxxxxx Xxx MSRsCollateral, to make copies thereof or extracts therefrom, all at such reasonable times and during regular business hours of such Loan Partythe Borrower. The Administrative Agent may perform the functions set forth above no more than once per yearyear for the Borrower, or at any time following (x) an Event of Default or (y) following delivery by the Servicing Diligence Agent to the Administrative Agent of notice that any material adverse effect with respect to the Mortgage Loans is reasonably likely to occur, in either case, at the Administrative Agent’s determination, and under any circumstance, at the cost and expense of the Borrower. Such representatives or independent contractors shall use commercially reasonable efforts to avoid interruption of the normal 742613903 21686243 business operations of the Loan PartiesBorrower. Notwithstanding anything to the contrary in this Section 5.1(j), (A) no Loan Party the Borrower will not be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter that (x) constitutes non-financial trade secrets or nonfinancial proprietary information, (y) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Applicable Law or any binding confidentiality agreement or the Xxxxxx Xxx Fannie Mae Requirements or (z) is subject to attorneyattornex-client or xxxxnx xr similar privilege or constitutes attorney work product and (B) so long as an Event of Default has not occurred, the Guarantor Borrower shall have the opportunity to participate in any discussions with the GuarantorBorrower’s independent accountants.