Common use of Books, Records and Access Clause in Contracts

Books, Records and Access. The Company and its Subsidiaries will keep complete and accurate books and records of their transactions in accordance with good accounting practices on the basis of GAAP applied on a consistent basis (including the establishment and maintenance of appropriate reserves). The Company, DFG and its Subsidiaries will provide reasonable opportunities to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and upon reasonable notice, the Company shall, and shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such Purchaser.

Books, Records and Access. The Company Maintain, and its Subsidiaries will keep cause each Subsidiary to maintain, complete and accurate books and records (including but not limited to records relating to Accounts Receivable, Inventory, Equipment and other Collateral), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities. Cause its books and records as at the basis end of GAAP applied on a consistent basis any calendar month to be posted and closed not more than ten (including 10) days after the establishment last business day of such month. Permit, and maintenance of appropriate reserves). The Companycause each Subsidiary to permit, DFG access by Lender and its Subsidiaries will provide reasonable opportunities agents or employees to the Purchasers (so long as the Purchasers books and their Affiliates own any Notesrecords of Borrower and such Subsidiary at Borrower's or such Subsidiary's place or places of business at intervals to be determined by Lender and without hindrance or delay, Company Senior Notes and/or Holdings Note Shares)and permit and cause each Subsidiary to permit Lender or its agents and employees to inspect Borrower's Inventory and Equipment and such Subsidiary's inventory and equipment, to consult with perform appraisals of Borrower's Equipment and advise management of each Subsidiary's equipment, and to inspect, audit, check and make copies and/or extracts from the Companybooks, DFG or any of its Subsidiariesrecords, as the case may becomputer data and records, on significant business issuescomputer programs, including management’s proposed annual operating plans. The Companyjournals, DFG orders, receipts, correspondence and its Subsidiaries each agrees other data relating to give due consideration to the advice given Inventory, Accounts Receivable, Contract Rights, General Intangibles, Equipment and any proposals made other Collateral or Third Party Collateral, or relating to any other transactions between the parties hereto. Borrower shall pay Lender an audit fee of $750 per auditor per day in connection with each audit performed by the Purchasers. To the extent reasonably required Lender or its agents and reimburse Lender for all out-of-pocket expenses incurred by Lender or its agents in connection with any resale of the Notes and upon reasonable notice, the Company shallall such inspections and/or audits, and Lender may advance same to Borrower as a Revolving Loan. Notwithstanding the foregoing, as long as no Event of Default or Unmatured Event of Default has occurred or is continuing Borrower shall cause not be required to reimburse Lender for appraisals of Borrower's Equipment or the equipment of its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give more frequently than once each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such PurchaserFiscal Year.

Books, Records and Access. The Company Maintain, and its Subsidiaries will keep cause each Designated Subsidiary to maintain, complete and accurate books and records (including but not limited to records relating to Accounts Receivable, Inventory, and other Collateral and property), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities. Cause the basis books and records of GAAP applied on Borrower and each Designated Subsidiary as at the end of any calendar month to be posted and closed not more than thirty (30) days after the last business day of such month except (i) forty-five (45) days after the end of each month closing a consistent basis fiscal quarter and (including ii) ninety (90) days after the establishment end of each month closing a fiscal year. Permit, and maintenance of appropriate reserves). The Companycause each Designated Subsidiary to permit, DFG access by Agent and its Subsidiaries will provide reasonable opportunities agents and employees to the Purchasers (so long as the Purchasers books and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), records of Borrower and such Designated Subsidiary at Borrower's or such Designated Subsidiary's place or places of business at intervals to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made be determined by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and Agent upon reasonable notice, the Company shall, prior notice and shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours and without hindrance or delay, and permit and cause each Designated Subsidiary to all contractspermit Agent and its agents and employees to inspect the books and records and location of such Designated Subsidiary, as applicable, and to inspect, audit, check and make copies and/or extracts from the books, records, personnelcomputer data and records, offices computer programs, journals, orders, receipts, correspondence and other facilities and properties of the Company and its Subsidiaries and their legal advisorsdata relating to Inventory, accountants Accounts Receivable, and, any other Collateral and property, or relating to any other transactions between the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably requestparties hereto; provided, howeverthat Borrower shall permit each Lender and its respective agents and employees to accompany Agent on each such visit; and provided further, that no investigation or information furnished pursuant after the occurrence of an Event of Default, Agent and Lenders may have access to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated herebysuch premises at such times as they desire, without having given prior notice. Any and all such visit will inspections, appraisals and/or audits by Agent and its agents and employees relating to Borrower's or any Designated Subsidiary's books and records and locations shall be at Borrower's expense, no matter when the expense of same shall occur. Agent may advance such Purchasercosts for which Borrower is responsible to Borrower as a Revolving Loan.

Books, Records and Access. The Holdings, the Company and each of its Restricted Subsidiaries will shall keep complete and accurate books and records of their transactions in accordance with good accounting practices on the basis of GAAP applied on a consistent basis (including the establishment and maintenance of appropriate reserves). The Company, DFG and its Subsidiaries will provide reasonable opportunities to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and upon reasonable notice, Holdings and the Company shall, and the Company shall cause its Restricted Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser and any sales Noteholder that (i) holds not less than 10% in aggregate principal amount of the then outstanding Notes and (ii) is not a competitor of the Company or placement agent or underwriter participating in such resale) any of its Restricted Subsidiaries and their authorized representatives provided such representatives agree to be bound by the provisions of Section 15.14 hereof) reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of Holdings, the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papersRestricted Subsidiaries, permit each Purchaser (and any such sales or placement agent or any underwriter) Noteholder to make such copies and inspections thereof as such Purchaser or Noteholder may reasonably request and furnish each such Purchaser (and any such sales or placement agent or underwriter) Noteholder with such financial and operating data and other information with respect to the business and properties of Holdings, the Company and its Restricted Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) Noteholder may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit visits will be at the expense of such PurchaserPurchaser or Noteholder. Each such Purchaser and Noteholder agrees to use its best efforts to ensure that all such inspections, visits and examinations be conducted in a manner that minimizes interference with the business of Holdings, the Company or any such Restricted Subsidiary. All such information obtained during any such inspection, visit or examination shall be treated as confidential information subject to Section 15.14 hereof and Holdings or the Company, as applicable, may require the recipient of such information to acknowledge in writing the applicability of Section 15.14 to such information. Notwithstanding any provision in this Agreement to the contrary, none of Holdings, the Company nor any Subsidiary shall be obligated to provide to any Person any information protected by law as a privileged communication resulting from a protected relationship (including, by way of example, the attorney-client relationship), so long as such information remains privileged and the disclosure of such privileged information -43- would, in the good faith judgment of Holdings or the Company (based on the advise of counsel), constitute a waiver of such privileged status.

Books, Records and Access. The Company Maintain, and its Subsidiaries will keep cause each Subsidiary to maintain, complete and accurate books and records (including but not limited to records relating to Accounts Receivable, Inventory, Equipment and other Collateral), in which full and correct entries shall be made of their all dealings and transactions in accordance relation to its respective business and activities such that financial statements in conformity with good accounting practices on GAAP can be prepared. Cause its books and records as at the basis end of GAAP applied on a consistent basis any calendar month to be posted and closed not more than twenty-five (including 25) days after the establishment last business day of such month. Permit, and maintenance of appropriate reserves). The Companycause each Subsidiary to permit, DFG access by Lender and its Subsidiaries will provide reasonable opportunities agents or employees to the Purchasers (so long as the Purchasers books and their Affiliates own any Notesrecords of Borrower and such Subsidiary at Borrower's or such Subsidiary's place or places of business at intervals to be determined by Lender and without hindrance or delay, Company Senior Notes and/or Holdings Note Shares)and permit and cause each Subsidiary to permit Lender or its agents and employees to inspect Borrower's Inventory and Equipment and such Subsidiary's inventory and equipment, to consult with perform appraisals of Borrower's Equipment and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and upon reasonable notice, the Company shallsuch Subsidiary's equipment, and shall cause its Subsidiaries toto inspect, subject to compliance with Applicable Laws audit, check and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, make copies and/or extracts from the books, records, personnelcomputer data and records, offices computer programs, journals, orders, receipts, correspondence and other facilities data relating to Inventory, Accounts Receivable, Contract Rights, General Intangibles, Equipment and properties any other Collateral or Third Party Collateral, or relating to any other transactions between the parties hereto. Any and all such inspections and/or audits shall be at Borrower's expense, and Lender may advance same to Borrower as a Revolving Loan. Notwithstanding the foregoing or any other provision of this Agreement or any Related Agreement, (a) as long as no Event of Default or Unmatured Event of Default has occurred or is continuing, Borrower shall not be required to reimburse Lender for appraisals of Borrower's Equipment or the Company equipment of its Subsidiaries more frequently than once each Fiscal Year and (b) Lender shall exercise its rights under this Section 5.5 (and under the other provisions of this Agreement and each Related Agreement) in a manner which will not unduly interfere with the ordinary business operations of Borrower and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such PurchaserSubsidiaries.

Books, Records and Access. The Company Maintain, and its Subsidiaries will keep cause each Subsidiary to maintain, complete and accurate books and records (including but not limited to records relating to Accounts Receivable, Inventory, Equipment and other Collateral), in which full and correct entries shall be made of their all dealings and transactions in accordance relation to its respective business and activities such that financial statements in conformity with good accounting practices on GAAP can be prepared. Cause its books and records as at the basis end of GAAP applied on a consistent basis any calendar month to be posted and closed not more than twenty-five (including 25) days after the establishment last business day of such month. Permit, and maintenance of appropriate reserves). The Companycause each Subsidiary to permit, DFG access by Lender and its Subsidiaries will provide reasonable opportunities agents or employees to the Purchasers (so long as the Purchasers books and their Affiliates own any Notesrecords of such Borrower and such Subsidiary at such Borrower's or such Subsidiary's place or places of business at intervals to be determined by Lender and without hindrance or delay, Company Senior Notes and/or Holdings Note Shares)and permit and cause each Subsidiary to permit Lender or its agents and employees to inspect such Borrower's Inventory and Equipment and such Subsidiary's inventory and equipment, to consult with perform appraisals of such Borrower's Equipment and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and upon reasonable notice, the Company shallsuch Subsidiary's equipment, and shall cause its Subsidiaries toto inspect, subject to compliance with Applicable Laws audit, check and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, make copies and/or extracts from the books, records, personnelcomputer data and records, offices computer programs, journals, orders, receipts, correspondence and other facilities data relating to Inventory, Accounts Receivable, Contract Rights, General Intangibles, Equipment and properties any other Collateral or Third Party Collateral, or relating to any other transactions between the parties hereto. Any and all such inspections and/or audits shall be at Borrower's expense, and Lender may advance same to Borrower as a Revolving Loan. Notwithstanding the foregoing or any other provision of this Agreement or any Related Agreement, (a) as long as no Event of Default or Unmatured Event of Default has occurred or is continuing, Borrower shall not be required to reimburse Lender for appraisals of Borrower's Equipment or the Company equipment of its Subsidiaries more frequently than once each Fiscal Year and (b) Lender shall exercise its rights under this Section 5.5 (and under the other provisions of this Agreement and each Related Agreement) in a manner which will not unduly interfere with the ordinary business operations of Borrower and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such PurchaserSubsidiaries.

Books, Records and Access. The Company Maintain, and cause each of its Subsidiaries will keep to maintain, complete and accurate books and records (including but not limited to records relating to Accounts Receivable, Inventory, Equipment and other Collateral), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities. Cause its books and records as at the basis end of GAAP applied on a consistent basis any fiscal month of Holdings to be posted and closed not more than fifteen (including 15) days after the establishment last business day of such fiscal month. During normal business hours and maintenance upon reasonable notice permit, and cause each of appropriate reserves)its Subsidiaries to permit, access by Lender and its agents or employees to the books and records of Holdings and each such Subsidiary at Holdings' or each such Subsidiary's place or places of business at intervals to be determined by Lender and without hindrance or delay, and permit and cause each of its Subsidiaries to permit Lender or its agents and employees to inspect Borrowers' Inventory and Equipment and such Subsidiary's inventory and equipment, to perform, appraisals of Borrowers' Equipment and each of Holdings' other Subsidiaries' equipment, and to inspect, audit, check and make copies and/or extracts from the books, records, computer data and records, computer programs, journals, orders, receipts, correspondence and other data relating to Inventory, Accounts Receivable, Contract Rights, General Intangibles, Equipment and any other Collateral or Third Party Collateral, or relating to any other transactions between the parties hereto. The Company, DFG reasonable costs and its Subsidiaries will provide reasonable opportunities to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management expenses of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required Lender in connection with any resale of the Notes and upon reasonable notice, the Company shallall such inspections and/or audits shall be at Borrowers' expense, and shall cause its Subsidiaries to, subject Lender may advance same to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof Borrowers as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably requesta Revolving Loan; provided, however, that that, unless and until an Event of Default shall have occurred and be continuing, Borrowers' expense in such regard shall not exceed Twenty Thousand Dollars ($20,000) during any consecutive twelve (12) months' period. Notwithstanding the foregoing, as long as no investigation Event of Default or information furnished pursuant Unmatured Event of Default has occurred or is continuing Borrowers shall not be required to this Section 7.4 shall affect any representations or warranties made by the Company herein reimburse Lender for appraisals of Borrowers' Equipment or the conditions to the obligations equipment of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such Purchasertheir Subsidiaries more frequently than once each Fiscal Year.

Books, Records and Access. The Company Maintain, and its Subsidiaries will keep cause each Subsidiary to maintain, complete and accurate books and records (including, without limitation, records relating to Accounts Receivable, Inventory, Equipment and other Collateral), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good relation to its respective business and activities. Cause its books and records as at the end of any accounting practices on period to be posted and closed not more than 15 days after the basis last business day of GAAP applied on a consistent basis (including such period. Permit, and cause each Subsidiary to permit, access by the establishment and maintenance of appropriate reserves). The Company, DFG Lender and its Subsidiaries will provide reasonable opportunities agents or employees to the Purchasers (so long as the Purchasers books and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management records of the Company, DFG Borrower and such Subsidiary at the Borrower's or any such Subsidiary's place or places of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees at intervals to give due consideration to the advice given and any proposals made be determined by the Purchasers. To the extent reasonably required in connection with any resale of the Notes Lender and upon reasonable noticewithout hindrance or delay, and permit, and cause each Subsidiary to permit, the Company shallLender or its agents and employees to inspect the Borrower's Inventory and Equipment and such Subsidiary's inventory and equipment and to inspect, audit, check and shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, make copies and/or extracts from the books, records, personneljournals, offices orders, receipts correspondence and other facilities data relating to Inventory, Accounts Receivable, chattel paper, General Intangibles, Equipment and properties any other Collateral or Third Party Collateral, or to any other transactions between the parties hereto. Any and all such inspections and/or audits shall be at the Borrower's expense. If no Event of the Company Default or Unmatured Event of Default shall have occurred and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain thembe continuing, the accountants’ work papersLender's audit described in the third sentence of this Section 5.5 shall be limited to no more than three such audits in any fiscal year of Borrower; provided however that if (i) no Event of Default or; Unmatured Event of Default shall have occurred and be continuing, permit each Purchaser and (and any such sales ii) the average daily amount of outstanding Revolving Loans for the immediately preceding 120 days is $100,000 or placement agent or any underwriter) less, then the Lender's audit described in the third sentence of this Section 5.5 shall be limited to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data inspection and other information access as described therein with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (Borrower's Equipment and any Subsidiary's equipment and all books, records, journals, orders, receipts, correspondence, and other data relating thereto, and shall be limited to no more than two such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect audits in any representations or warranties made by the Company herein or the conditions to the obligations fiscal year of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such PurchaserBorrower.

Books, Records and Access. The Company, both with respect to itself and with respect to the Company and its Subsidiaries will on a consolidated basis, and each Subsidiary shall keep complete and accurate books and records of their transactions in accordance with good accounting practices on the basis of GAAP applied on a consistent basis (including the establishment and maintenance of appropriate reserves). The Company; provided that with respect to any Foreign Subsidiary, DFG and its Subsidiaries will provide reasonable opportunities the immediately preceding reference to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), GAAP shall be deemed to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including managementbe to generally accepted accounting principles in effect in such Foreign Subsidiary’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasersjurisdiction. To the extent reasonably required in connection with any resale of any of the Notes Purchased Securities and upon reasonable notice, the Company shall, and shall cause its Subsidiaries to, subject to compliance with Applicable Laws Laws, execute, and each Series A Noteholder seeking to sell or transfer the Purchased Securities shall execute a confidentiality obligations agreement substantially in the form set forth in Exhibit L or as otherwise mutually acceptable to third partiesthe Company and the Agent. The Company and each of its Subsidiaries shall provide each Series A Noteholder that is not a competitor of the Company or any of its Subsidiaries in any material respect (and, give in each Purchaser case, any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser Series A Noteholder (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser Series A Noteholder may reasonably request and furnish each Purchaser such Series A Noteholder (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser Series A Noteholder (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit visits will be at the expense of such PurchaserSeries A Noteholder.

Books, Records and Access. The Company Maintain, and its Subsidiaries will keep cause each Designated Subsidiary to maintain, complete and accurate books and records (including but not limited to records relating to Accounts Receivable, Inventory, and other Collateral and property), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities. Cause the basis books and records of GAAP applied on each Borrower and each Designated Subsidiary as at the end of any calendar month to be posted and closed not more than thirty (30) days after the last business day of such month except (i) forty-five (45) days after the end of each month closing a consistent basis fiscal quarter and (including ii) ninety (90) days after the establishment end of each month closing a fiscal year. Permit, and maintenance of appropriate reserves). The Companycause each Designated Subsidiary to permit, DFG access by Administrative Agent and its Subsidiaries will provide reasonable opportunities agents and employees to the Purchasers (so long as the Purchasers books and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), records of such Borrower and such Designated Subsidiary at such Borrower's or such Designated Subsidiary's place or places of business at intervals to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made be determined by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and Administrative Agent upon reasonable notice, the Company shall, prior notice and shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours and without hindrance or delay, and permit and cause each Designated Subsidiary to all contractspermit Administrative Agent and its agents and employees to inspect the books and records and location of such Designated Subsidiary, as applicable, and to inspect, audit, check and make copies and/or extracts from the books, records, personnelcomputer data and records, offices computer programs, journals, orders, receipts, correspondence and other facilities and properties of the Company and its Subsidiaries and their legal advisorsdata relating to Inventory, accountants Accounts Receivable, and, any other Collateral and property, or relating to any other transactions between the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably requestparties hereto; provided, howeverthat each Borrower shall permit each Agent, each Lender and their respective agents and employees to accompany Administrative Agent on each such visit; and provided further, that no investigation or information furnished pursuant after the occurrence of an Event of Default, Agents and Lenders may have access to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated herebysuch premises at such times as they desire, without having given prior notice. Any and all such visit will inspections, appraisals and/or audits by Administrative Agent and its agents and employees relating to either Borrower's or any Designated Subsidiary's books and records and locations shall be at Borrowers' joint and several expense, no matter when the expense of same shall occur. Administrative Agent may direct the applicable Funding Agent to advance such Purchasercosts for which a Borrower is responsible to such Borrower as a Revolving Loan.

Books, Records and Access. The Holdings, the Company and each of its Restricted Subsidiaries will shall keep complete and accurate books and records of their transactions in accordance with good accounting practices on the basis of GAAP applied on a consistent basis (including the establishment and maintenance of appropriate reserves). The Company, DFG and its Subsidiaries will provide reasonable opportunities to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and upon reasonable notice, Holdings and the Company shall, and the Company shall cause its Restricted Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser and any sales Noteholder that (i) holds not less than 10% in aggregate principal amount of the then outstanding Notes and (ii) is not a competitor of the Company or placement agent or underwriter participating in such resale) any of its Restricted Subsidiaries and their authorized representatives (provided such representatives agree to be bound by the provisions of Section 15.14 hereof) reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of Holdings, the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papersRestricted Subsidiaries, permit each Purchaser (and any such sales or placement agent or any underwriter) Noteholder to make such copies and inspections thereof as such Purchaser or Noteholder may reasonably request and furnish each such Purchaser (and any such sales or placement agent or underwriter) Noteholder with such financial and operating data and other information with respect to the business and properties of Holdings, the Company and its Restricted Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) Noteholder may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit visits will be at the expense of such PurchaserPurchaser or Noteholder. Each such Purchaser and Noteholder agrees to use its best efforts to ensure that all such inspections, visits and examinations be conducted in a manner that minimizes interference with the business of Holdings, the Company or any such Restricted Subsidiary. All such information obtained during any such inspection, visit or examination shall be treated as confidential information subject to Section 15.14 hereof and Holdings or the Company, as applicable, may require the recipient of such information to acknowledge in writing the applicability of Section 15.14 to such information. Notwithstanding any provision in this Agreement to the contrary, none of Holdings, the Company nor any Subsidiary shall be obligated to provide to any Person any information protected by law as a privileged communication resulting from a protected relationship (including, by way of example, the attorney-client relationship), so long as such information remains privileged and the disclosure of such privileged information would, in the good faith judgment of Holdings or the Company (based on the advise of counsel), constitute a waiver of such privileged status.

Books, Records and Access. The Company and its Subsidiaries will shall keep complete and accurate books and records of their transactions in accordance with good accounting practices on the basis of GAAP applied on a consistent basis (including the establishment and maintenance of appropriate reserves). The Company, DFG and its Subsidiaries will provide reasonable opportunities to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes Notes, and upon reasonable notice, the Company shall, and shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser and any Holder that (i) holds not less than 10% in aggregate principal amount of the then outstanding Notes and (ii) is not a Competitor of the Company or any of its Subsidiaries in any material respect, (and, in each case, any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser and such Holder (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser or such Holder may reasonably request and furnish each Purchaser and such Holder (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser or such Holder (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit visits will be at the expense of such PurchaserPurchaser or such Holder. Each Purchaser and Holder agrees to enter into a confidentiality agreement concerning the subject matter described in this Section 7.05 with the Company in form and substance reasonably acceptable to each party thereto.

Books, Records and Access. The Company and its Subsidiaries will keep complete and accurate books and records of their transactions in accordance with good accounting practices on the basis of GAAP applied on a consistent basis (including the establishment and maintenance of appropriate reserves). The Company, DFG and its Subsidiaries will provide reasonable opportunities to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Subordinated Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and upon reasonable notice, the Company shall, and shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, books, records, personnel, offices and other facilities and properties of the Company and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such Purchaser.

Books, Records and Access. The Company and its Subsidiaries will keep Maintain complete and accurate books and records (including, without limitation, records relating to Accounts Receivable, Inventory, Equipment and other Collateral), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities. Cause its books and records as at the basis end of GAAP applied on a consistent basis (including any calendar month to be posted and closed not more than 15 days after the establishment and maintenance last business day of appropriate reserves)such month. The Company, DFG Permit access by the Lender and its Subsidiaries will provide reasonable opportunities agents or employees to the Purchasers (so long as the Purchasers books and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management records of the Company, DFG Borrower at the Borrower's place or any places of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees at intervals to give due consideration to the advice given and any proposals made be determined by the Purchasers. To the extent reasonably required in connection with any resale of the Notes Lender and upon reasonable notice, the Company shallwithout hindrance or delay, and shall cause permit the Lender or its Subsidiaries toagents and employees to inspect the Borrower's Inventory and Equipment, subject and to compliance with Applicable Laws inspect, audit, check and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access during normal business hours to all contracts, make copies and/or extracts from the books, records, personneljournals, offices orders, receipts, correspondence and other facilities and properties of the Company and its Subsidiaries and their legal advisorsdata relating to Inventory, accountants andAccounts Receivable, to the extent available to the Company after the Company uses reasonable efforts to obtain themchattel paper, the accountants’ work papersGeneral Intangibles, permit each Purchaser (Equipment and any such sales other Collateral or placement agent Third Party Collateral, or to any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to transactions between the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated herebyparties hereto. Any and all such visit will inspections and/or audits shall be at the expense Borrower's expense, including, without limitation, the pre-closing audit undertaken by the Lender, PROVIDED, HOWEVER, that as long as the Borrower is in full compliance with the terms and provisions of this Agreement, the Borrower will not be charged for more than three such Purchaserinspections and/or audits per year (excluding the pre- closing audit) or for more than $3,000 per such inspection and/or audit actually occurring hereafter (excluding the pre-closing audit).

Books, Records and Access. The Company Borrower will maintain, and ------------------------- cause each of its Subsidiaries will keep complete to maintain, proper and accurate books and records records, in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities. Borrower will permit, and cause each of its Subsidiaries to permit, access by the basis of GAAP applied on a consistent basis Agent or any Lender (including accompanying the establishment and maintenance of appropriate reserves). The Company, DFG Agent) and its agents or employees to Borrower's and its Subsidiaries' books and records and its respective place or places of business at reasonable intervals to be determined by the Agent and without hindrance or delay and (b) permit, and cause each of its Subsidiaries will provide reasonable opportunities to permit, the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG Agent or any Lender or its agents and employees to inspect, C:\84862\12960\0018.01F 12960.0018 970729 13:27 audit, check and make copies and/or extracts from any books, records, computer data and records, computer programs, journals, orders, receipts, correspondence and other data relating to its business, assets or any transactions between the parties hereto and (c) permit, and cause each of its Subsidiaries to permit, the Agent or any Lender to discuss Borrower's or such Subsidiary's financial matters with its officers and independent public accountant (and Borrower, for itself and each of its Subsidiaries, at any time that an Event of Default or Unmatured Event of Default exists, hereby authorizes such independent public accountant to discuss such financial matters with the Agent or any Lender or its representatives whether or not any representative of Borrower or such Subsidiary is present). As long as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG no Event of Default or Unmatured Event of Default has occurred and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and upon reasonable noticeis continuing, the Company shallAgent shall give advance notice of any intent to visit a premises, and all such visits shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access be during normal business hours and made in such a way as to all contracts, books, records, personnel, offices and other facilities and properties interfere as little as possible with the conduct of the Company and Borrower's or its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such PurchaserSubsidiaries' businesses.

Books, Records and Access. The Company Maintain, and its Subsidiaries will keep cause each Subsidiary to maintain, complete and accurate books and records (including but not limited to records relating to Accounts Receivable, Inventory, Equipment and other Collateral), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities; cause its books and records as at the basis end of GAAP applied on a consistent basis any calendar month to be posted and closed not more than fifteen (including 15) days after the establishment last business day of such month; and maintenance of appropriate reserves). The Companypermit, DFG and cause each Subsidiary to permit, access by Lender and its Subsidiaries will provide reasonable opportunities to the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG agents or any of its Subsidiaries, as the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and its Subsidiaries each agrees to give due consideration to the advice given and any proposals made by the Purchasers. To the extent reasonably required in connection with any resale of the Notes and employees upon reasonable not less than one day's prior telephonic notice, the Company shall, and shall cause its Subsidiaries to, subject such access to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access be given during normal business hours (except after an Event of Default or a Default shall have occurred and be continuing, in which case no notice shall be required and no limitation on the business hours of the investigation shall apply) to all contractsthe books and records of Borrower and such Subsidiary at Borrower's or such Subsidiary's place or places of business at intervals to be determined by Lender and without hindrance or delay, and on like notice permit and cause each Subsidiary to permit Lender or its agents and employees to inspect Borrower's and/or such Subsidiary's inventory and Equipment, to perform appraisals of Borrower's and/or such Subsidiary's equipment, and to inspect, audit, check and make copies and/or extracts from the books, records, personnelcomputer data and records, offices computer programs, journals, orders, receipts, correspondence and other facilities data relating to Inventory, Accounts Receivable, Contract Rights, General Intangibles, Equipment and properties any other Collateral or Third Party Collateral, or relating to any other transactions between the parties hereto. Any and all such inspections and/or audits shall be at Borrower's expense, and Lender may advance the same to Borrower as a Loan. Notwithstanding the foregoing, as long as no Event of the Company Default or Default has occurred and is continuing, Borrower shall not be required to reimburse Lender for appraisals of Equipment of Borrower and its Subsidiaries and their legal advisors, accountants and, to the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit more frequently than once each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably request; provided, however, that no investigation or information furnished pursuant to this Section 7.4 shall affect any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such PurchaserFiscal Year.

Books, Records and Access. The Company Borrower will maintain, and cause each of its Restricted Subsidiaries will keep to maintain, complete and accurate books and records (including but not limited to records relating to its respective Accounts Receivable, Inventory, and other assets), in which full and correct entries in conformity with GAAP shall be made of their all dealings and transactions in accordance with good accounting practices on relation to its respective business and activities. Borrower will cause, and cause each of its Restricted Subsidiaries to cause, its books and records as at the basis end of GAAP applied on a consistent basis any calendar month to be posted and closed not more than fifteen (including 15) days after the establishment last business day of such month. Subject to the last sentence of this Section, Borrower will (a) permit, and maintenance cause each of appropriate reserves)its Restricted Subsidiaries to permit, access by the Agent or any Lender (accompanying the Agent) and its agents or employees to Borrower's and its Restricted Subsidiaries' books and records and its respective place or places of business at intervals to be reasonably determined by the Agent and without hindrance or delay, (b) permit, and cause each of its Restricted Subsidiaries to permit, the Agent or any Lender or its agents and employees to (1) inspect and perform appraisals of its respective Inventory, and fixed assets and (2) inspect, audit, check and make copies and/or extracts from any books, records, computer data and records, computer programs, journals, orders, receipts, correspondence and other data relating to its Inventory, Accounts Receivable, and any other Collateral, or relating to any other transactions between the parties hereto. The CompanyBorrower will permit, DFG and cause each of its Restricted Subsidiaries will provide reasonable opportunities to permit, the Purchasers (so long as the Purchasers and their Affiliates own any Notes, Company Senior Notes and/or Holdings Note Shares), to consult with and advise management of the Company, DFG Agent or any Lender to discuss Borrower's or such Subsidiary's financial matters with its officers and independent public accountant (and Borrower, for itself and each of its Subsidiaries, as hereby authorizes such independent public accountant to discuss such financial matters with the case may be, on significant business issues, including management’s proposed annual operating plans. The Company, DFG and Agent or any Lender or its Subsidiaries each agrees to give due consideration to the advice given and representatives whether or not any proposals made by the Purchasers. To the extent reasonably required in connection with any resale representative of the Notes Borrower or such Subsidiary is present). As long as no Event of Default or Unmatured Event of Default has occurred and upon reasonable noticeis continuing, (a) the Company shallinspections and audits described in the third sentence of this Section shall be limited to not more frequently than once every six months, (b) the Agent shall give advance notice of any intent to visit a premises, and all such visits shall cause its Subsidiaries to, subject to compliance with Applicable Laws and confidentiality obligations to third parties, give each Purchaser any sales or placement agent or underwriter participating in such resale) and their authorized representatives reasonable access be during normal business hours and made in such a way as to all contracts, books, records, personnel, offices and other facilities and properties interfere as little as possible with the conduct of the Company Borrower's or its Restricted Subsidiaries' businesses. The Borrower agrees that all such inspections and/or audits and its Subsidiaries and their legal advisors, accountants and, to appraisals shall be at the extent available to the Company after the Company uses reasonable efforts to obtain them, the accountants’ work papers, permit each Purchaser (and any such sales or placement agent or any underwriter) to make such copies and inspections thereof as such Purchaser may reasonably request and furnish each Purchaser (and any such sales or placement agent or underwriter) with such financial and operating data and other information with respect to the business and properties of the Company and its Subsidiaries as such Purchaser (and any such sales or placement agent or underwriter) may from time to time reasonably requestBorrower's expense; provided, however, that as long as no investigation Event of Default or information furnished pursuant Unmatured Event of Default has occurred which is continuing, the Borrower shall not be required to this Section 7.4 shall affect reimburse the Agent or any representations or warranties made by the Company herein or the conditions to the obligations of the Purchasers to consummate the transactions contemplated hereby. Any such visit will be at the expense of such PurchaserLender for expenses incurred in connection with Collateral field audits conducted more frequently than once every six months.