Common use of Books, Records and Inspections; Annual Meetings Clause in Contracts

Books, Records and Inspections; Annual Meetings. (a) Holdings and each Borrower will, and will cause each of its Subsidiaries to, keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP and all material requirements of law shall be made of all dealings and transactions in relation to its business and activities. Holdings and each Borrower will, and will cause each of its Subsidiaries to, permit officers and designated representatives of the Administrative Agent, the Collateral Agent or any Lender to visit and inspect, under guidance of officers of Holdings or such Subsidiary, any of the properties of Holdings or such Subsidiary, and to examine the books of account of Holdings or such Subsidiary and discuss the affairs, finances and accounts of Holdings or such Subsidiary with, and be advised as to the same by, its and their officers and independent accountants, all upon reasonable prior notice and at such reasonable times and intervals and to such reasonable extent as the Administrative Agent, the Collateral Agent or any such Lender may reasonably request (provided that (i) the frequency of such visits at the cost of the Credit Parties shall be limited to two (2) times per each 12-month period and (ii) no such limitation on the number of visits shall apply if an Event of Default has occurred and is continuing). In addition, Holdings and each Borrower will, and will cause each of its Subsidiaries to, permit and provide all cooperation necessary for the Collateral Agent or its agents to conduct an initial field examination and collateral analysis after the Closing Date and thereafter field examinations and collateral analyses twice in each twelve-month period following the Closing Date and for any Permitted Acquisition, provided that no limitation on the number of field examinations and collateral analyses shall apply if an Event of Default has occurred and is continuing.

Books, Records and Inspections; Annual Meetings. (a) Holdings and each The Borrower will, and will cause each of its Subsidiaries to, keep proper books of record and accounts in which full, true and correct (in all material respects) entries in conformity in all material respects with GAAP and all material requirements of law shall be made of all dealings and transactions in relation to its business and activitiesactivities (including, without limitation, proper books and records with respect to the Material Local Credit Facilities). Holdings and each In addition to the requirements set forth in Section 5.01(n), the Borrower will, and will cause each of its Subsidiaries other Loan Party to, permit officers and designated representatives of the Administrative Agent, the Collateral Agent or any Lender or the Lender Financial Advisor at the expense of the Borrower (a) to visit and inspect, under guidance of officers of Holdings the Borrower or such Subsidiaryother Loan Party, any of the properties of Holdings the Borrower or such Subsidiaryother Loan Party, and (b) to examine the books of account of Holdings the Borrower or such Subsidiary other Loan Party and discuss the affairs, finances and accounts of Holdings the Borrower or such Subsidiary other Loan Party with, and be advised as to the same by, its and their officers and independent accountantsaccountants and (c) to verify Accounts and/or Inventory, all upon reasonable prior notice and at such reasonable times and intervals and to such reasonable extent as the Administrative Agent, the Collateral Agent or any such Lender or the Lender Financial Advisor may reasonably request (provided that (i) request; provided, however, that, so long as no Event of Default exists, the frequency of such visits at Lenders and the cost of the Credit Parties Lender Financial Advisor shall be limited to two (2) times per one such visit during any Fiscal Year of the Borrower at the expense of the Borrower at locations reasonably requested by such Lenders or Lender Financial Advisor through the Administrative Agent. The Loan Parties shall maintain their fiscal reporting period on a March 31 fiscal year, and each 12-month Domestic Subsidiary shall maintain its respective fiscal reporting period and (ii) no such limitation on the number of visits shall apply if an Event of Default has occurred and is continuing). In addition, Holdings and each Borrower will, and will cause each of its Subsidiaries to, permit and provide all cooperation necessary for the Collateral Agent or its agents to conduct an initial field examination and collateral analysis after the Closing Date and thereafter field examinations and collateral analyses twice in each twelve-month period following the Closing Date and for any Permitted Acquisition, provided that no limitation on the number of field examinations and collateral analyses shall apply if an Event of Default has occurred and is continuingpresent basis.

Books, Records and Inspections; Annual Meetings. (a) Holdings and each Borrower will, and will cause each of its Subsidiaries to, keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP and all material requirements of law shall be made of all dealings and transactions in relation to its business and activities. Holdings and each Borrower will, and will cause each of its Subsidiaries to, permit officers and designated representatives of the Administrative Agent, the Collateral Agent or any Lender to visit and inspect, under guidance of officers of Holdings or such Subsidiary, any of the properties of Holdings or such Subsidiary, and to examine the books of account and records, and make extracts thereof, of Holdings or such Subsidiary Subsidiary, to inspect, review, evaluate and make test verifications and counts of the Accounts, Inventory and other Collateral of any Credit Party and discuss the affairs, finances and accounts of Holdings or such Subsidiary with, and be advised as to the same by, its and their officers employees, officers, advisors and independent accountants, all upon reasonable prior notice and at such reasonable times and intervals and to such reasonable extent as the Administrative Agent, the Collateral Agent or any such Lender may reasonably request (request; provided that (i) the frequency so long as no Default or Event of Default shall have occurred and be continuing, no Lender may exercise such visits at the cost of the Credit Parties shall be limited to two (2) times inspection rights more than once per each 12-month period and (ii) no such limitation on the number of visits shall apply if an Fiscal Quarter. Furthermore, so long as any Event of Default has occurred and is continuing). In addition, Holdings Borrower shall provide Agent and each Borrower willLender with access to its suppliers and customers. Each Credit Party shall make available to Agent and its counsel reasonably promptly originals or copies of all books and records that Agent may reasonably request. Each Credit Party shall deliver any document or instrument necessary for Agent, as it may from time to time request, to obtain records from any service bureau or other Person that maintains records for such Credit Party, and will cause each of its Subsidiaries toshall maintain duplicate records or supporting documentation on media, permit including computer tapes and provide all cooperation necessary for the Collateral Agent or its agents to conduct an initial field examination and collateral analysis after the Closing Date and thereafter field examinations and collateral analyses twice in each twelve-month period following the Closing Date and for any Permitted Acquisition, provided that no limitation on the number of field examinations and collateral analyses shall apply if an Event of Default has occurred and is continuingdiscs owned by such Credit Party.

Books, Records and Inspections; Annual Meetings. (a) Holdings The Parent Guarantors and each the Borrower will, and will cause each of its their Subsidiaries to, keep proper books of record and accounts in which full, true and correct (in all material respects) entries in conformity in all material respects with GAAP and all material requirements of law shall be made of all dealings and transactions transaction in relation to its business and activities. Holdings The Parent Guarantors and each the Borrower will, and will cause each of its Subsidiaries other Loan Party to, permit officers and designated representatives of the Lead Lender and, upon the occurrence and during the continuance of an Event of Default, the other Lenders (coordinated through the Administrative Agent, ) at the Collateral Agent or any Lender expense of the Borrower (a) to visit and inspect, under guidance of officers of Holdings the Borrower or such Subsidiaryother Loan Party, any of the properties of Holdings the Borrower or such Subsidiaryother Loan Party, and (b) to examine the books of account of Holdings the Borrower or such Subsidiary other Loan Party and discuss the affairs, finances and accounts of Holdings the Borrower or such Subsidiary other Loan Party with, and be advised as to the same by, its and their officers and independent accountantsaccountants and (c) to verify Eligible Accounts and/or Eligible Inventory, all upon reasonable prior notice and at such reasonable times and intervals and to such reasonable extent as the Lead Lender or, upon the occurrence and during the continuance of an Event of Default, such other Lenders (coordinated through the Administrative Agent) may reasonably request; provided, however, that, in the case of clauses (a) and (b), so long as no Event of Default exists, the Collateral Agent or any such Lead Lender may reasonably request (provided that (i) the frequency of such visits at the cost of the Credit Parties shall be limited to two (2) times per one such visit during any Fiscal Year of the Borrower at the expense of the Borrower at locations reasonably requested by the Lead Lender. The Loan Parties shall maintain their fiscal reporting period on a March 31 fiscal year, and each 12-month Domestic Subsidiary shall maintain its respective fiscal reporting period and (ii) no such limitation on the number of visits shall apply if an Event of Default has occurred and is continuing). In addition, Holdings and each Borrower will, and will cause each of its Subsidiaries to, permit and provide all cooperation necessary for the Collateral Agent or its agents to conduct an initial field examination and collateral analysis after the Closing Date and thereafter field examinations and collateral analyses twice in each twelve-month period following the Closing Date and for any Permitted Acquisition, provided that no limitation on the number of field examinations and collateral analyses shall apply if an Event of Default has occurred and is continuingpresent basis.