Common use of Access to Facilities Clause in Contracts

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus the Agent (or any successor of Laurusthe Agent), upon reasonable notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus the Agent in the event Laurus the Agent believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus the Agent unless Laurus the Agent signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directorschief executive officer and/or chief financial officer. Laurus agrees to, officers and Accountants. Notwithstanding to cause its Affiliates to, maintain the foregoing, neither it nor any confidentiality of its Subsidiaries shall provide and not disclose any material, non-public information concerning the Parent or its Subsidiaries or other Affiliates, unless required by applicable law or legal process (and in such event shall provide the Parent prompt notice of such required disclosure), to Laurus unless Laurus signs a confidentiality agreement not trade in any of the Parent’s securities on the basis of such material, non-public information, and to otherwise complies comply with Regulation FD, under the federal securities laws, rules and regulations.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable at least twenty-four hours prior notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default, in which case the cost of such access shall be for the Company's account), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus GSSF (or any successor of LaurusGSSF), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus GSSF in the event Laurus GSSF believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus GSSF unless Laurus GSSF signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Any inspection under this Section 12(f) will be conducted in a manner that does not unreasonably interfere with the Company’s business activities. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Eligible Subsidiaries to, permit any representatives designated by Laurus Lender (or any successor of LaurusLender), upon reasonable notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus Lender in the event Laurus Lender believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Eligible Subsidiary’s properties; (ii) examine its or any such Eligible Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Eligible Subsidiary’s affairs, finances and accounts with its or any such Eligible Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus Lender unless Laurus Lender signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, provincial, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal applicable securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, hours at Company’s expense 's expense, and accompanied by a representative of Company Agent (provided the Company(provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (ia) visit and inspect any of its or any such Subsidiary’s 's properties; (iib) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iiic) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it the Company nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FDFD and insider trading laws, under the unxxx xxx federal securities laws.

Access to Facilities. It shallThe Debtor will, and shall will cause each of its Subsidiaries to, permit any representatives designated by Laurus the Lender (or any successor of Laurusthe Lender), upon reasonable notice and during normal business hours, at Companysuch person’s expense and accompanied by a representative of Company Agent (provided that no the Debtor or any such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in Subsidiary, as the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default)case may be, to: (ia) visit and inspect any of its the properties of the Debtor or any such Subsidiary’s properties; (iib) examine its or any such Subsidiary’s the corporate and financial records of the Debtor or any of its Subsidiaries (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iiic) discuss its or any such Subsidiary’s the affairs, finances and accounts with its of the Debtor or any such Subsidiary’s of its Subsidiaries with the directors, officers and Accountantsindependent accountants of the Debtor or any of its Subsidiaries. Notwithstanding the foregoing, neither it the Debtor nor any of its Subsidiaries shall will provide any material, non-public information to Laurus the Lender unless Laurus the Lender signs a confidentiality agreement and otherwise complies with Regulation FD, under applicable securities laws should the federal securities lawsDebtor or any of its Subsidiaries become a public issuer.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hourshours (not to exceed one visit per fiscal quarter subject to the proviso in the following parenthetical), at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such limitation on the number of visits shall be applicable, no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable prior notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, hours at Company’s expense 's expense, and accompanied by a representative of Company Agent (provided the Company(provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (ia) visit and inspect any of its or any such Subsidiary’s 's properties; (iib) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iiic) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it the Company nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FDFD and insider tradxxx xxxx, under xxxxx the federal securities laws.

Access to Facilities. It shall, and shall cause each of its ---------------------- Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus Gryphon (or any successor of LaurusGryphon), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus Gryphon in the event Laurus Gryphon believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus Gryphon unless Laurus Gryphon signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It Each Company shall, and shall cause each of its Domestic Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s Companies’ expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its any Company’s or any such Domestic Subsidiary’s properties; (ii) examine its or any such Domestic Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its any Company’s or any such Domestic Subsidiary’s affairs, finances and accounts with its such Company or any such Domestic Subsidiary’s directorsBoard members, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Domestic Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at CompanyLaurus’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its the chairman of the Audit Committee of the Company or any such of its Subsidiary’s directors, officers and AccountantsAccountants . Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus reasonably believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state state, provincial or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Domestic Subsidiaries to, permit any representatives designated by Laurus the Agent (or any successor of Laurusto the Agent), upon reasonable notice and three (3) Business Days prior notice, during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus the Agent in the event Laurus the Agent, in its good faith judgment, believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Domestic Subsidiary’s properties; (ii) examine its or any such Domestic Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Domestic Subsidiary’s affairs, finances and accounts with its or any such Domestic Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Domestic Subsidiaries shall provide any material, non-public information to Laurus the Agent unless Laurus the Agent signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable prior notice and (not less than 48 hours notice), during normal business hours, not more than two times per year (unless the aggregate amount of Loans outstanding at such time shall exceed the Formula Amount), at Company’s expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Notwithstanding In compliance with Regulation FD under the foregoingfederal securities laws, neither it nor any of Laurus acknowledges that its has signed a confidentiality agreement with respect to the Company and its Subsidiaries shall provide and that such agreement will apply to the Company’s and its Subsidiaries’ disclosure of any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities lawsLaurus.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus the Agent (or any successor of Laurusthe Agent), upon reasonable notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that (i) no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus the Agent in the event Laurus the Agent believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default, and (ii) such inspections and examinations shall be limited to once per calendar quarter unless a Default or an Event of Default has occurred and is continuing or the Agent believes such access is necessary to preserve or protect the Collateral), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus the Agent unless Laurus the Agent signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus Calliope (or any successor of LaurusCalliope), upon reasonable notice and during normal business hours, at CompanyParent’s expense and accompanied by a representative of Company Agent Parent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus Calliope in the event Laurus Calliope reasonably believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), totoCalliopeCalliopeCalliope: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall not provide any material, non-public information to Laurus Calliope unless Laurus Calliope signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus Calliope (or any successor of LaurusCalliope), upon reasonable notice and during normal business hours, at Company’s expense and accompanied by a representative of Company Agent (provided that (i) no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus Calliope in the event Laurus Calliope believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of DefaultDefault and (ii) such inspections and examinations shall be limited to once per calendar quarter unless a Default or an Event of Default has occurred and is continuing or Calliope believes such access is necessary to preserve or protect the Collateral), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus Calliope unless Laurus Calliope signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Company’s 's expense and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus 22 believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s 's properties; (ii) examine its or any such Subsidiary’s 's corporate and financial records (unless such examination is not permitted by federal, state or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s 's affairs, finances and accounts with its or any such Subsidiary’s 's directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.

Access to Facilities. It shall, and shall cause each of its Subsidiaries to, permit any representatives designated by Laurus (or any successor of Laurus), upon reasonable notice and during normal business hours, at Laurus’ expense (or, so long as an Event of Default has occurred and is continuing, at the Company’s expense joint and several expense) and accompanied by a representative of Company Agent (provided that no such prior notice shall be required to be given and no such representative shall be required to accompany Laurus in the event Laurus believes such access is necessary to preserve or protect the Collateral or following the occurrence and during the continuance of an Event of Default), to: (i) visit and inspect any of its or any such Subsidiary’s properties; (ii) examine its or any such Subsidiary’s corporate and financial records (unless such examination is not permitted by federal, state state, provincial or local law or by contract) and make copies thereof or extracts therefrom; and (iii) discuss its or any such Subsidiary’s affairs, finances and accounts with its or any such Subsidiary’s directors, officers and Accountants. Notwithstanding the foregoing, neither it nor any of its Subsidiaries shall provide any material, non-public information to Laurus unless Laurus signs a confidentiality agreement and otherwise complies with Regulation FD, under the federal securities laws.