Common use of Books and Records; Inspection of Property; Discussions Clause in Contracts

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which full, true and correct entries shall be made of all material dealings and transactions in relation to its business and activities, in a form in which financial statements conforming with GAAP can be generated, (b) permit representatives of any Lender to visit and inspect any of its properties and examine and make abstracts from any of its books and records upon reasonable prior notice and during normal business hours (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspection), (c) permit representatives of any Lender to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with officers and employees of Holdings, the Borrower and its Subsidiaries (provided that any Lender shall coordinate any request for such discussions through the Administrative Agent) upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussions; provided that a Responsible Officer of Holdings or the Borrower shall be permitted to be present during any such discussion, and provided, further, that, excluding any such visits and inspections during the continuation of an Event of Default the Administrative Agent and the Lenders shall not exercise such rights more than once in any calendar year ; provided, further that when an Event of Default exists, the Administrative Agent (or any of its representatives or independent contractors) or any representative of the Required Lenders may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice.

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which full, true and correct entries in conformity with GAAP shall be made of all material dealings and transactions in relation to its business and activities, in a form in which financial statements conforming with GAAP can be generated, (b) permit representatives of any Lender to visit and inspect any of its properties (in the case of any real property lease, to the extent permitted in the relevant lease agreement) and examine and make abstracts from any of its books and records upon reasonable prior notice and during normal business hours (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspectionAgent), (c) permit representatives of any Lender to have reasonable discussions regarding the business, operations, properties and financial and other conditions condition of Holdings, the Borrower and its Subsidiaries with officers and employees of Holdings, the Borrower and its Subsidiaries Subsidiaries, (provided that any Lender shall coordinate any request for such discussions through the Administrative Agent) upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions condition of Holdings, the Borrower and its Subsidiaries with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussions; provided that a Responsible Officer of Holdings or the Borrower shall be permitted to be present during any such discussion, and provided, further, that, excluding any such visits and inspections during the continuation of an Event of Default (i) the Administrative Agent and the Lenders shall not exercise such rights more than once two times (in the aggregate) in any calendar year and (ii) only one such visit shall be at the Borrower’s expense; provided, provided further that when an Event of Default exists, the Administrative Agent (or any of its representatives or independent contractors) or any representative of the Required Lenders may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice.

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which entries that are full, true and correct entries in all material respects and permit the preparation of consolidated financial statements in conformity with GAAP shall be made of all material dealings and transactions in relation to its business business, assets and activities, in a form in which financial statements conforming with GAAP can be generated, (b) permit representatives of any Lender the Administrative Agent to visit and inspect any of its properties at which the principal financial records and executive officers of the Group Members are located (in the case of any real property lease, to the extent permitted in the relevant lease agreement) and examine and make copies and abstracts from any of its financial and accounting books and records records, upon reasonable prior notice and during normal business hours (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspection)hours, (c) permit representatives of any Lender the Administrative Agent to have reasonable discussions regarding the business, operations, properties and financial condition of the Group Members with Responsible Officers of the Group Members and other conditions of Holdings, the Borrower and its Subsidiaries with officers and employees of Holdings, the Borrower and its Subsidiaries their independent public accountants (provided that any Lender a Responsible Officer of the Borrower shall coordinate any request for be given notice and an opportunity to participate during such discussions through the Administrative Agentdiscussion with such independent public accountants) upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussionshours; provided that a Responsible Officer of Holdings or the Borrower shall be permitted to be present during any such discussion, and provided, further, that, (i) excluding any such visits and inspections during the continuation of an Event of Default (x) the Administrative Agent and the Lenders shall not exercise such the rights set forth in clauses (b) and (c) more than once one time (in the aggregate) in any calendar year ; provided, further and (y) only one (in the aggregate) such visit set forth in clauses (b) and (c) shall be at the Borrower’s expense and (ii) that when an Event of Default exists, the Administrative Agent (or any of its representatives or independent contractors) or any representative of the Required Lenders may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice. Notwithstanding anything to the contrary in this Section 6.6, no Group Member will be required to disclose or permit the inspection or discussion of, any document, information or other matter (1) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Law (including any applicable Gaming Regulations) or any binding agreement not entered not in contemplation of avoiding such inspection and disclosure rights, (2) that is subject to attorney client or similar privilege or constitutes attorney work product, (3) in respect of which any Group Member owes confidentiality obligations to any third party not entered into in contemplation avoiding such inspection and disclosure or (4) that constitutes non-financial trade secrets or non-financial proprietary information of a Group Member or any Subsidiary thereof and/or any customers and/or suppliers of the foregoing; provided that in the event that any Group Member does not provide any information requested in connection with an examination or a discussion permitted under this Section 6.6 in reliance on the preceding clause (2) or (3) due to confidentiality or waiver concerns, such Person shall provide notice to the Administrative Agent that such information is being withheld and shall use its commercially reasonable efforts to communicate the applicable information in a way that would not violate the applicable obligation or risk waiver of such privilege.

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which full, true and correct entries in conformity with GAAP (or SAP, as applicable) in all material respects shall be made of all material dealings and transactions in relation to its business and activities, in a form in which financial statements conforming with GAAP can be generated, activities and (b) upon reasonable prior notice, permit representatives of the Administrative Agent (who may be accompanied by representatives of other Lenders) and, during the continuance of an Event of Default, any Lender to (i) visit and inspect any of its properties and examine and properties, (ii) during the continuance of an Event of Default, conduct reasonable examinations of (and, with the consent of the Company, such consent not to be unreasonably withheld, make abstracts from from) any of its books and records upon at any reasonable prior notice time and during normal business hours as often as may reasonably be requested and (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspection), (ciii) permit representatives of any Lender to have reasonable discussions regarding discuss the business, operations, properties and financial and other conditions condition of Holdings, the Borrower and its Subsidiaries Borrowers with officers and employees of Holdings, the Borrower and its Subsidiaries (provided that any Lender shall coordinate any request for such discussions through the Administrative Agent) upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussionsBorrowers; provided further that a Responsible Officer of Holdings or the Borrower shall be permitted to be present during any such discussion, and provided, further, that, excluding any such visits and inspections during the continuation of unless an Event of Default has occurred and is continuing, the Administrative Agent and the Lenders shall may not exercise such rights more often than once in during any calendar year ; provided, further year. It is understood that when an Event of Default exists, (i) any information obtained by the Administrative Agent or any Lender in any visit or inspection pursuant to this Section 6.6 shall be subject to the confidentiality requirements of Section 10.16, (ii) the Company may impose, with respect to any Lender or any Affiliate of any Lender reasonably deemed by the Borrowers to be engaged significantly in a business which is directly competitive with any material business of the Borrowers and their Subsidiaries, reasonable restrictions on access to proprietary information of the Company or any of its representatives or independent contractorsSubsidiaries and (iii) the Lenders will coordinate their visits through the Administrative Agent with a view to preventing the visits provided for by this Section 6.6 from becoming unreasonably burdensome to the Borrowers or any representative of their Subsidiaries. Notwithstanding anything to the Required Lenders may do contrary in this Section 6.6, neither the Company nor any Subsidiary will be required to disclose or permit the inspection, examination, copying or discussion of any document, information or other matter (A) that constitutes non-financial trade secrets or non-financial proprietary information, (B) in respect of which disclosure to the foregoing at the expense of the Borrower at Administrative Agent or any time during normal business hours and upon reasonable advance noticeLender (or their respective representatives) is prohibited by applicable Law or any Contractual Obligation or (C) that is subject to attorney client or similar privilege or constitutes attorney work product.

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which full, true and correct entries shall be made of all material dealings and transactions in relation to its business and activities, in a form in which financial statements conforming with GAAP can be generated, (b) permit representatives of any Lender to visit and inspect any of its properties and examine and make abstracts from any of its books and records upon reasonable prior notice and during normal business hours (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspection), (c) permit representatives of any Lender to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with officers and employees of Holdings, the Borrower and its Subsidiaries (provided that any Lender shall coordinate any request for such discussions through the Administrative Agent) upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussions; provided that a Responsible Officer of Holdings or the Borrower shall be permitted to be present during any such discussion, and provided, further, that, excluding any such visits and inspections during the continuation of an Event of Default the Administrative Agent and the Lenders shall not exercise such rights more than once in any calendar year year; provided, further that when an Event of Default exists, the Administrative Agent (or any of its representatives or independent contractors) or any representative of the Required Lenders may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice.

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which full, true and correct entries which permit the preparation of financial statements in accordance with GAAP shall be made of all material dealings and transactions in relation to its business and activities, in a form in which financial statements conforming with GAAP can be generated, (b) permit representatives of any Lender to visit and inspect any of its properties (in the case of any real property lease, to the extent permitted in the relevant lease agreement) and examine and make abstracts from any of its books and records upon reasonable prior notice and during normal business hours (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspectionAgent), (c) permit representatives of any Lender to have reasonable discussions regarding the business, operations, properties and financial and other conditions condition of Holdings, the Borrower and its Subsidiaries Loan Parties with officers and employees of Holdings, the Borrower and its Subsidiaries each Loan Party (provided that any Lender shall coordinate any request for such discussions through the Administrative Agent) at mutually convenient times and reasonable intervals upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions condition of Holdings, the Borrower and its Subsidiaries such Loan Party with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussions; provided that a Responsible Officer of Holdings or the Borrower such Loan Party shall be permitted to be present during any such discussion, and provided, further, that, excluding any such visits and inspections during the continuation of an Event of Default (i) the Administrative Agent and the Lenders shall not exercise such rights more than once two times (in the aggregate) in any calendar year and (ii) only one such visit shall be at the Borrower’s expense; provided, provided further that when an Event of Default or Specified Default exists, the Administrative Agent (or any of its representatives or independent contractors) or any representative of the Required Lenders may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice. Notwithstanding anything in this Section 5.6 to the contrary, none of the Loan Parties or any of their officers or employees will be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter (i) in respect of which disclosure to the Agents or any Lender (or its representatives or agents) is prohibited by applicable law or binding agreement or (ii) that is subject to attorney-client privilege or constitutes attorney work product.

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which entries that are full, true and correct entries in all material respects and permit the preparation of consolidated financial statements in conformity with GAAP shall be made of all material dealings and transactions in relation to its business business, assets and activities, in a form in which financial statements conforming with GAAP can be generated, (b) permit representatives of any Lender the Administrative Agent to visit and inspect any of its properties at which the principal financial records and executive officers of the Group Members are located (in the case of any real property lease, to the extent permitted in the relevant lease agreement) and examine and make copies and abstracts from any of its financial and accounting books and records records, upon reasonable prior notice and during normal business hours (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspection)hours, (c) permit representatives of any Lender the Administrative Agent to have reasonable discussions regarding the business, operations, properties and financial condition of the Group Members with Responsible Officers of the Group Members and other conditions their independent public accountants (provided, that a Responsible Officer of Holdings, the Borrower shall be given notice and its Subsidiaries an opportunity to participate during such discussion with officers and employees of Holdings, the Borrower and its Subsidiaries (provided that any Lender shall coordinate any request for such discussions through the Administrative Agentindependent public accountants) upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussionshours; provided that a Responsible Officer of Holdings or the Borrower shall be permitted to be present during any such discussion, and provided, further, that, that (i) excluding any such visits and inspections during the continuation of an Event of Default (x) the Administrative Agent and the Lenders shall not exercise such the rights set forth in clauses (b) and (c) more than once one time (in the aggregate) in any calendar year ; provided, further and (y) only one (in the aggregate) such visit set forth in clauses (b) and (c) shall be at the Borrower’s expense and (ii) that when an Event of Default exists, the Administrative Agent (or any of its representatives or independent contractors) or any representative of the Required Lenders may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance noticenotice and (iii) no such visits or inspections may be made outside of the United States of America to the extent such financial and accounting books and records are available electronically or otherwise from within the United States of America. Notwithstanding anything to the contrary in this Section 6.6, no Group Member will be required to disclose or permit the inspection or discussion of, any document, information or other matter (1) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Law or any binding agreement not entered not in contemplation of avoiding such inspection and disclosure rights, (2) that is subject to attorney client or similar privilege or constitutes attorney work product, (3) in respect of which any Group Member owes confidentiality obligations to any third party not entered into in contemplation avoiding such inspection and disclosure or (4) that constitutes non-financial trade secrets or non-financial proprietary information of a Group Member or any Subsidiary thereof and/or any customers and/or suppliers of the foregoing; provided, that in the event that any Group Member does not provide any information requested in connection with an examination or a discussion permitted under this Section 6.6 in reliance on the preceding clause (2) or (3) due to confidentiality or waiver concerns, such Person shall provide notice to the Administrative Agent that such information is being withheld and shall use its commercially reasonable efforts to communicate the applicable information in a way that would not violate the applicable obligation or risk waiver of such privilege.

Books and Records; Inspection of Property; Discussions. (a) Keep proper books of records and account in which entries that are full, true and correct entries in all material respects and permit the preparation of consolidated financial statements in conformity with GAAP shall be made of all material dealings and transactions in relation to its business business, assets and activities, in a form in which financial statements conforming with GAAP can be generated, (b) permit representatives of any Lender the Administrative Agent to visit and inspect any of its properties at which the principal financial records and executive officers of the Group Members are located (in the case of any real property lease, to the extent permitted in the relevant lease agreement) and examine and make copies and abstracts from any of its financial and accounting books and records records, upon reasonable prior notice and during normal business hours (provided that such visits shall be coordinated by the Administrative Agent and, in the case of any leased properties, as in accordance with the provisions of the lease with regards to inspection)hours, (c) permit representatives of any Lender the Administrative Agent to have reasonable discussions regarding the business, operations, properties and financial condition of the Group Members with Responsible Officers of the Group Members and other conditions of Holdings, the Borrower and its Subsidiaries with officers and employees of Holdings, the Borrower and its Subsidiaries their independent public accountants (provided that any Lender a Responsible Officer of the Borrower shall coordinate any request for be given notice and an opportunity to participate during such discussions through the Administrative Agentdiscussion with such independent public accountants) upon reasonable prior notice and during normal business hours and (d) permit representatives of the Administrative Agent upon reasonable prior notice to have reasonable discussions regarding the business, operations, properties and financial and other conditions of Holdings, the Borrower and its Subsidiaries with its independent certified public accountants, subject to such independent certified public accountants’ normal and customary guidelines and procedures with respect to such discussionshours; provided that a Responsible Officer of Holdings or the Borrower shall be permitted to be present during any such discussion, and provided, further, that, (i) excluding any such visits and inspections during the continuation of an Event of Default (x) the Administrative Agent and the Lenders shall not exercise such the rights set forth in clauses (b) and (c) more than once one time (in the aggregate) in any calendar year ; provided, further and (y) only one (in the aggregate) such visit set forth in clauses (b) and (c) shall be at the Borrower’s expense and (ii) that when an Event of Default exists, the Administrative Agent (or any of its representatives or independent contractors) or any representative of the Required Lenders may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice. Notwithstanding anything to the contrary in this Section 6.6, no Group Member will be required to disclose or permit the inspection or discussion of, any document, information or other matter (1) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Law (including any applicable Gaming Regulations) or any binding agreement not entered not in contemplation of avoiding such inspection and disclosure rights, (2) that is subject to attorney client or similar privilege or constitutes attorney work product, (3) in respect of which any Group Member owes confidentiality obligations to any third party not entered into in contemplation avoiding such inspection and disclosure or (4) that constitutes non- financial trade secrets or non-financial proprietary information of a Group Member or any Subsidiary thereof and/or any customers and/or suppliers of the foregoing; provided that in the event that any Group Member does not provide any information requested in connection with an examination or a discussion permitted under this Section 6.6 in reliance on the preceding clause (2) or (3) due to confidentiality or waiver concerns, such Person shall provide notice to the Administrative Agent that such information is being withheld and shall use its commercially reasonable efforts to communicate the applicable information in a way that would not violate the applicable obligation or risk waiver of such privilege.