Books, Records and Inspections; Accounting and Auditing Matters Sample Clauses

Books, Records and Inspections; Accounting and Auditing Matters. (a) The Borrower shall keep proper records and books of account, maintain adequate management information and cost control systems, and make arrangements reasonably satisfactory to the Loan Servicer for overseeing the financial operations of the Borrower, including its cash management, accounting and financial reporting, for overseeing the Borrower’s relationship with the Credit Parties and the Borrower’s Accountant and, in accordance with Section 609.10(f)(1) of the Applicable Loan Guarantee Requirements, for facilitating the effective and accurate audit and performance evaluation of the Project pursuant to the Applicable Loan Guarantee Requirements and Program Requirements; (b) Each set of Financial Statements the Borrower delivers shall be prepared in accordance with GAAP consistently applied except to the extent that there have been any changes to such accounting principles or the application thereof noted in such Financial Statements and all financial records of the Borrower shall be maintained at the principal executive office of the Borrower located at 00 Xxxxxxxxx Xxxx, Xxxxxxxxx, XX 00000; (c) The Borrower (i) shall consult with, and respond to questions from, the Credit Parties regarding the Project upon their request, (ii) in accordance with Section 609.10(d)(18) of the Applicable Loan Guarantee Requirements, shall permit officers and designated representatives of DOE to visit and inspect the Project Facility and any other facilities and properties of the Borrower, (iii) in accordance with Section 609.10(f)(2) of the Applicable Loan Guarantee Requirements, shall provide to officers and designated representatives of DOE and the Comptroller General access to any pertinent books, documents, papers and records of the Borrower for the purpose of audit, examination, inspection and monitoring upon reasonable notice and at reasonable times during normal business hours, to examine and discuss the affairs, finances and accounts of the Borrower with the representatives of the Borrower, (iv) shall afford proper facilities for such inspection, shall make copies (at Borrower’s expense) of any records that are subject to such inspection, shall make available all information related to the Project, including all patents, technology and proprietary rights owned or controlled by the Borrower and utilized in the construction, startup or operation of the Project, as may be reasonably necessary in order to determine the technical progress, soundness of financial con...
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Books, Records and Inspections; Accounting and Auditing Matters. (a) The Company shall keep proper books of record and account adequate to reflect truly and fairly the financial condition and results of operations of the Company (including the progress of the Project) in which full, applicable, true and correct entries in conformity with U.S. GAAP and all requirements of law shall be made of all dealings and transactions in relation to its business and activities. The Company will permit officers and designated representatives of the Lenders to visit and inspect, under guidance of officers of the Company, any of the properties of the Company, and to examine and make copies of the books of record and account of the Company and discuss the affairs, finances and accounts of the Company with, and be advised as to the same by, its and their officers. Any such visits will be made during normal business hours and with reasonable advance notice, and all visitors to the Site will comply with the Company's safety programs while present at the Site. (b) The Company shall (i) maintain cost control and management information systems and (ii) maintain a system of accounting and prepare its financial statements in accordance with U.S. GAAP, all as required in the Facility Procedures Manual. (c) The Company shall authorize the Auditors (whose fees and expenses shall be for the account of the Company) to communicate directly with each of the Lenders at any time regarding the Company's accounts and operations and furnish to each of the Lenders a copy of such authorization, which shall be substantially in the form of Schedule 5.2
Sample 1
Books, Records and Inspections; Accounting and Auditing Matters. (a) The Sponsor shall keep proper records and books of account, maintain adequate management information and cost control systems, and make arrangements reasonably satisfactory to the Credit Parties for overseeing the financial operations of the Sponsor, including its cash management, accounting and financial reporting, for overseeing the Sponsor’s relationship with the Credit Parties and the Sponsor’s Accountant and for facilitating the effective and accurate audit and performance evaluation of the Project pursuant to the Applicable Regulations and Program Requirements; (b) Each set of Financial Statements the Sponsor delivers shall be prepared in accordance with GAAP consistently applied except to the extent that there have been any changes to such accounting principles or the application thereof noted in such Financial Statements and all financial records of the Sponsor shall be maintained at the principal executive office of the Sponsor;
Sample 1
Books, Records and Inspections; Accounting and Auditing Matters. (a) Subject to each Sponsor Entity’s protection of confidential information and Trade Secrets described in Section 7.17(b) (Protection of Project IP), each Sponsor Entity shall in respect of the Project: (i) keep proper records and books of account in which entries in accordance with the Designated Standard and all Applicable Laws are made in respect of all dealing and transactions relating to the business and activities of itself; (ii) maintain adequate internal controls, reporting systems, Sponsor IT Systems, and cost control systems that are designed to promote the satisfaction of its obligations under the Financing Documents to which it is a party and for: (A) overseeing its financial operations, including its cash management, accounting, and financial reporting; (B) overseeing its relationship with DOE and each Borrower Entity’s accountant; and (C) compliance with securities, corporate, and other Applicable Law regarding adoption of a code of ethics and auditor independence. (b) The Sponsor Entities shall [*]: (i) consult and cooperate with Secured Parties and the Secured Party Advisors regarding the Project upon DOE’s reasonable request; and (ii) make available all information related to the Project, including all patents, technology, and proprietary rights owned or controlled by, or licensed to, it, solely to the extent related to the Project, and utilized in the development, design, engineering, procurement, construction, starting up, commissioning, operation, or maintenance of the Project, as may be reasonably necessary in order to determine the technical progress, soundness of financial condition, management stability, compliance with Environmental Law, adequacy of health and safety conditions, and all other matters with respect to the Project.
Sample 1

Related to Books, Records and Inspections; Accounting and Auditing Matters

  • Books, Records and Inspections The Borrower will, and will cause each Restricted Subsidiary to, permit officers and designated representatives of the Administrative Agent or the Required Lenders to visit and inspect any of the properties or assets of the Borrower and any such Subsidiary in whomsoever’s possession to the extent that it is within such party’s control to permit such inspection (and shall use commercially reasonable efforts to cause such inspection to be permitted to the extent that it is not within such party’s control to permit such inspection), and to examine the books and records of the Borrower and any such Subsidiary and discuss the affairs, finances and accounts of the Borrower and of any such Subsidiary with, and be advised as to the same by, its and their officers and independent accountants, all at such reasonable times and intervals and to such reasonable extent as the Administrative Agent or the Required Lenders may desire (and subject, in the case of any such meetings or advice from such independent accountants, to such accountants’ customary policies and procedures); provided that, excluding any such visits and inspections during the continuation of an Event of Default (a) only the Administrative Agent on behalf of the Required Lenders may exercise rights of the Administrative Agent and the Lenders under this Section 9.2, (b) the Administrative Agent shall not exercise such rights more than two times in any calendar year and (c) only one such visit shall be at the Borrower’s expense; provided further that when an Event of Default exists, the Administrative Agent (or any of its respective 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. The Administrative Agent and the Required Lenders shall give the Borrower the opportunity to participate in any discussions with the Borrower’s independent public accountants.

  • Books and Records; Inspection and Audit Rights Each of Holdings and the Borrower will, and will cause each Restricted Subsidiary to, maintain proper books of record and account in which entries that are full, true and correct in all material respects and are in conformity with GAAP consistently applied shall be made of all material financial transactions and matters involving the assets and business of Holdings, the Borrower or its Restricted Subsidiary, as the case may be. Each of Holdings and the Borrower will, and will cause each Restricted Subsidiary to, permit any representatives designated by the Administrative Agent or any Lender, upon reasonable prior notice, to visit and inspect its properties, to examine and make extracts from its books and records, and to discuss its affairs, finances and condition with its officers and independent accountants, all at such reasonable times and as often as reasonably requested; provided that, excluding any such visits and inspections during the continuation of an Event of Default, only the Administrative Agent on behalf of the Lenders may exercise visitation and inspection rights of the Administrative Agent and the Lenders under this Section 5.08 and the Administrative Agent shall not exercise such rights more often than two times during any calendar year absent the existence of an Event of Default and only one such time shall be at the Borrower’s expense; provided further that (a) when an Event of Default exists, the Administrative Agent or any Lender (or any of their respective representatives or independent contractors) may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice and (b) the Administrative Agent and the Lenders shall give Holdings and the Borrower the opportunity to participate in any discussions with Holdings’ or the Borrower’s independent public accountants.

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