Books and Records; Visitation Rights. Each Loan Party will, and will cause each of its Subsidiaries to, keep books and records which accurately reflect, in all material respects, its business affairs and material transactions, and permit the Administrative Agent or its representatives (who may be accompanied by the representatives of any Lender), upon reasonable prior notice and at reasonable times and intervals, to (i) visit all of its offices, to the extent permitted by applicable Laws and subject to applicable confidentiality requirements, (ii) discuss its financial matters with its executive financial officers and independent public accountant, and (iii) upon the reasonable request of the Administrative Agent or a Lender, examine (and, at the expense of the Borrower, photocopy extracts from) any of its books or other corporate or partnership records; provided, that, (a) as long as no Default or Event of Default has occurred and is continuing, the Loan Parties shall bear the expense of not more than one (1) such visit per Fiscal Year for the Administrative Agent and its representatives (which may be accompanied by the representatives of any Lender), (b) any such visits by Lenders shall be coordinated through the Administrative Agent, which shall in turn coordinate any such visits through Responsible Officers of the Borrower, and (c) nothing in this Section 7.05 shall require any Loan Party to disclose, permit the inspection, examination or making of copies of, or taking abstracts from, or discuss, any document, information or other matter (I) that constitutes non-financial trade secrets or non-financial proprietary information of the Loan Parties and Subsidiaries and/or any of its customers and/or suppliers, (II) in respect of which disclosure to the Administrative Agent or any Lender (or any of their respective representatives or contractors) is prohibited by applicable Laws, (III) that is subject to attorney-client or similar privilege, or constitutes attorney work product, or (IV) in respect of which any Loan Party or Subsidiary owes confidentiality obligations to any third-party (provided, that, such confidentiality obligations were not entered into in contemplation of the requirements of this Section 7.05).
Appears in 3 contracts
Samples: Credit Agreement (Spirit AeroSystems Holdings, Inc.), Credit Agreement (Spirit AeroSystems Holdings, Inc.), Delayed Draw Term Loan Credit Agreement (Spirit AeroSystems Holdings, Inc.)
Books and Records; Visitation Rights. Each Loan Party of the Parent Guarantor and the Borrower will, and will cause each of its their respective Subsidiaries to, keep books and records which accurately reflect, reflect in all material respects, respects its business affairs and material transactions, transactions and permit the Administrative Agent or its representatives (who may be accompanied by the representatives of any Lender), upon reasonable prior notice and at reasonable times and intervals, to (i) visit all of its offices, to the extent permitted by applicable Laws and subject to applicable confidentiality requirements, (ii) discuss its financial matters with its executive financial officers and independent public accountant, accountant and (iii) upon the reasonable request of the Administrative Agent or a Lender, examine (and, at the expense of the Borrower, photocopy extracts from) any of its books or other corporate or partnership records; provided, that, records (provided that (a) as long as no Default or Event of Default has occurred and is continuing, the Loan Parties shall bear the expense of not more than one (1) such visit per Fiscal Year for the Administrative Agent and its representatives (which may be accompanied by the representatives of any Lender), (b) any such visits by Lenders shall be coordinated through the Administrative Agent, which shall in turn coordinate any such visits through Responsible Officers of the Borrower, Borrower and (c) nothing in this Section 7.05 shall require any Loan Party the Parent Guarantor to disclose, permit the inspection, examination or making of copies of, of or taking abstracts from, or discuss, discuss any document, information or other matter (Ii) that constitutes non-financial trade secrets or non-financial proprietary information of the Loan Parties Parent Guarantor and its Subsidiaries and/or any of its customers and/or suppliers, (IIii) in respect of which disclosure to the Administrative Agent or any Lender (or any of their respective representatives or contractors) is prohibited by applicable Laws, (IIIiii) that is subject to attorney-client or similar privilege, privilege or constitutes attorney work product, product or (IViv) in respect of which the Parent Guarantor or any Loan Party or Subsidiary of its Subsidiaries owes confidentiality obligations to any third-third party (provided, that, provided such confidentiality obligations were not entered into in contemplation of the requirements of this Section 7.05)).
Appears in 1 contract
Samples: Credit Agreement (Spirit AeroSystems Holdings, Inc.)