Common use of Appraisals and Field Exams Clause in Contracts

Appraisals and Field Exams. (a) Upon the Agents’ request, upon reasonable advance notice to the Borrowers, the Borrowers and the Subsidiary Guarantors will provide the Agents with appraisals or updates thereof of their Inventory from a nationally recognized appraiser selected and engaged by the Agents (following consultation with the Borrowers), and prepared on a basis satisfactory to the Agents in its Permitted Discretion, such appraisals and updates to include, without limitation, information required by applicable law and regulations; provided, however, that if no Event of Default has occurred and is continuing, following the Closing Date, no more than one (1) such appraisal per calendar year shall be conducted at the expense of the Loan Parties; provided, however, that during any period from the date on which daily Excess Availability is less than the greater of (i) 10% of the Line Cap and (ii) $7,500,000 for five (5) or more consecutive Business Days until such time as the daily Excess Availability is equal to or exceeds the greater of (i) 10% of the Line Cap and (ii) $7,500,000 for a period of thirty (30) consecutive Business Days, the Administrative Agent may order one (1) additional inventory appraisal per calendar year at the expense of the Loan Parties (it being understood, however, that, so long as no Event of Default is continuing, no more than two (2) such appraisals per calendar year shall be conducted at the expense of the Loan Parties). (b) Field examinations may be conducted in connection with inspections permitted under Section 5.07 and the Borrowers agree to pay the documents costs and expenses incurred in connection with such field examinations and the preparation of Reports (not to exceed the actual fees charged by a third party retained by the Agents or the internally allocated fees for each Person employed by the Agents with respect to each field examination); provided, however, that absent the occurrence and continuation of an Event of Default, no more than one (1) field examination per year shall be conducted at the expense of the Borrower; provided, further, that during any period from the date on which daily Excess Availability is less than 10% of the Line Cap for five (5) or more consecutive Business Days until such time as the daily Excess Availability is equal to or exceeds 10% of the Line Cap for a period of thirty (30) consecutive Business Days, the Administrative Agent may conduct one (1) additional field examination at the expense of the Borrowers during such year (it being understood, however, that, so long as no Event of Default is continuing, no more than two (2) such field examinations per calendar year shall be conducted at the expense of the Borrowers).

Appraisals and Field Exams. (a) Upon the Majority Agents’ request, upon reasonable advance notice to the BorrowersBorrower, the Borrowers Borrower and the Subsidiary Guarantors will provide the Administrative Agent and the Co-Collateral Agents with appraisals or updates thereof of their Inventory from a nationally recognized appraiser selected and engaged by the Majority Agents (following consultation with the BorrowersBorrower), and prepared on a basis satisfactory to the Agents in its Permitted DiscretionMajority Agents, such appraisals and updates to include, without limitation, information required by applicable law and regulations; provided, however, that if no Event of Default has occurred and is continuing, following the Closing Date, no more than one (1) such appraisal per calendar year shall be conducted at the expense of the Loan Parties; provided, however, that if on any date during any period from year the date on which daily Excess Availability is less than the greater sum of (iA) 10aggregate outstanding principal amount of the Loans plus (B) the aggregate amount of LC Exposure exceeds 75% of the Line Cap and (ii) $7,500,000 aggregate Commitments in effect at such time for more than five (5) or more consecutive Business Days until such time as the daily Excess Availability is equal to or exceeds the greater of (i) 10% of the Line Cap and (ii) $7,500,000 for a period of thirty (30) consecutive Business Days, the Administrative Agent may order one (1) additional inventory appraisal per calendar year may be conducted at the expense of the Loan Parties during the twelve (12)-month period immediately succeeding such date (it being understood, however, that, so long as no Event of Default is continuing, no more than two (2) such appraisals per calendar year shall be conducted at the expense of the Loan Parties). (b) Field examinations may be conducted in connection with inspections permitted under Section 5.07 and the Borrowers agree Borrower agrees to pay the documents costs and expenses incurred in connection with such field examinations and the preparation of Reports (not to exceed based on the actual fees charged by a third party retained by the Majority Agents or the internally allocated fees for each Person employed by the Administrative Agent and the Co-Collateral Agents with respect to each field examination); provided, however, that absent the occurrence and continuation of an Event of Default, no more than one (1) field examination per year shall be conducted at the expense of the Borrower; provided, furtherhowever, that if on any date during any period from year the date on which daily Excess Availability is less than 10sum of (A) aggregate outstanding principal amount of the Loans plus (B) the aggregate amount of LC Exposure exceeds 75% of the Line Cap aggregate Commitments in effect at such time for more than five (5) or more consecutive Business Days until such time as the daily Excess Availability is equal to or exceeds 10% of the Line Cap for a period of thirty (30) consecutive Business Days, the Administrative Agent may conduct one (1) additional field examination may be conducted at the expense of the Borrowers Loan Parties during the twelve (12)-month period immediately succeeding such year date (it being understood, however, that, so long as no Event of Default is continuing, no more than two (2) such field examinations per calendar year shall be conducted at the expense of the BorrowersLoan Parties).

Appraisals and Field Exams. (a) Upon the Majority Agents’ request, upon reasonable advance notice to the BorrowersBorrower, the Borrowers Borrower and the Subsidiary Guarantors will provide the Administrative Agent and the Co-Collateral Agents with appraisals or updates thereof of their Inventory from a nationally recognized appraiser selected and engaged by the Majority Agents (following consultation with the BorrowersBorrower), and prepared on a basis satisfactory to the Agents in its Permitted DiscretionMajority Agents, such appraisals and updates to include, without limitation, information required by applicable law and regulations; provided, however, that if no Event of Default has occurred and is continuing, following the Closing Date, no more than one (1) such appraisal per calendar year shall be conducted at the expense of the Loan Parties; provided, however, that if on any date during any period from year the date on which daily Excess Availability is less than the greater sum of (iA) 10aggregate outstanding principal amount of the Loans plus (B) the aggregate amount of LC Exposure exceeds 65% of the Line Cap and (ii) $7,500,000 aggregate Commitments in effect at such time for more than five (5) or more consecutive Business Days until such time as the daily Excess Availability is equal to or exceeds the greater of (i) 10% of the Line Cap and (ii) $7,500,000 for a period of thirty (30) consecutive Business Days, the Administrative Agent may order one (1) additional inventory appraisal per calendar year may be conducted at the expense of the Loan Parties during the twelve (12)-month period immediately succeeding such date (it being understood, however, that, so long as no Event of Default is continuing, no more than two (2) such appraisals per calendar year shall be conducted at the expense of the Loan Parties). (b) Field examinations may be conducted in connection with inspections permitted under Section 5.07 and the Borrowers agree Borrower agrees to pay the documents costs and expenses incurred in connection with such field examinations and the preparation of Reports (not to exceed based on the actual fees charged by a third party retained by the Majority Agents or the internally allocated fees for each Person employed by the Administrative Agent and the Co-Collateral Agents with respect to each field examination); provided, however, that absent the occurrence and continuation of an Event of Default, no more than one (1) field examination per year shall be conducted at the expense of the Borrower; provided, furtherhowever, that if on any date during any period from year the date on which daily Excess Availability is less than 10sum of (A) aggregate outstanding principal amount of the Loans plus (B) the aggregate amount of LC Exposure exceeds 65% of the Line Cap aggregate Commitments in effect at such time for more than five (5) or more consecutive Business Days until such time as the daily Excess Availability is equal to or exceeds 10% of the Line Cap for a period of thirty (30) consecutive Business Days, the Administrative Agent may conduct one (1) additional field examination may be conducted at the expense of the Borrowers Loan Parties during the twelve (12)-month period immediately succeeding such year date (it being understood, however, that, so long as no Event of Default is continuing, no more than two (2) such field examinations per calendar year shall be conducted at the expense of the BorrowersLoan Parties).