Common use of Books; Records; Inspections Clause in Contracts

Books; Records; Inspections. Keep, and cause each other Note Party and Subsidiary to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit, and cause each other Note Party to permit, Agent (accompanied by any Purchaser) or any representative thereof to inspect the properties and operations of the Companies or such other Note Party; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit (or at any time without notice if an Event of Default exists), Agent (accompanied by any Purchaser) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its officers and its independent auditors (and the Companies hereby authorize such independent auditors to discuss such financial matters with any Purchaser or Agent or any representative thereof), and to examine any of its books or other records; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit Agent and its representatives to inspect the Collateral and other tangible assets of the Companies or such Note Party, to perform appraisals of the equipment of the Companies or such Note Party, and to inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral. So long as no Event of Default or Default exists, (i) such inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations of the Note Parties and their Subsidiaries, (ii) the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Document, the Companies shall not be required to reimburse Agent for more than one appraisal and audit each Fiscal Year.

Books; Records; Inspections. Keep, and cause each other Note Party and Restricted Subsidiary to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit, and cause each other Note Party Restricted Subsidiary to permit, Agent (accompanied by any Purchaser) or any representative thereof to inspect the properties and operations of the Companies or such other Note Party; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit notice (or at any time without notice if an Event of Default exists), Agent (accompanied by any PurchaserLender) or any representative thereof to inspect the properties and operations of Borrower or such Restricted Subsidiary; and permit, and cause each Restricted Subsidiary to permit, at any reasonable time and with reasonable notice (or at any time without notice if an Event of Default exists), Agent (accompanied by any Lender) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its officers and its independent auditors (and the Companies Borrower hereby authorize authorizes such independent auditors to discuss such financial matters with any Purchaser Lender or Agent or any representative thereof), and to examine (and, at the expense of Borrower or the applicable Restricted Subsidiary, photocopy extracts from) any of its books or other records; and permit, and cause each other Note PartyRestricted Subsidiary to permit, at any reasonable time and with reasonable noticenotice (or at any time without notice if an Event of Default exists), to permit Agent and its representatives to inspect the Collateral and other tangible assets of the Companies Borrower or such Note PartyRestricted Subsidiary, to perform appraisals of the equipment of the Companies Borrower or such Note PartyRestricted Subsidiary, and to inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral. So All such inspections or audits by Agent shall be at Borrower's expense, provided that so long as no Event of Default or Default exists, (i) such inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations of the Note Parties and their Subsidiaries, (ii) the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Document, the Companies Borrower shall not be required to reimburse Agent for appraisals more frequently than one appraisal and audit once each Fiscal Year. Agent and each Lender hereby agrees to use its best efforts to conduct all such inspections, visits, examinations and audits in a manner that minimizes interference with the business of Borrower or any such Restricted Subsidiary. Agent and Lenders shall treat all information obtained during any such inspection, visit, examination or audit as confidential information subject to Section 10.9 hereof. Notwithstanding the foregoing, Borrower shall in no event be required to provide to Agent or Lender 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.

Books; Records; Inspections. (a) Keep, and cause each other Note Loan Party and Subsidiary each of its Subsidiaries to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit. (b) Permit, and cause each other Note Loan Party to permit, Agent (accompanied by any Purchaser) at reasonable times during business hours and with reasonable prior notice, the Agent, the Lender, or any representative thereof to of the foregoing to: (i) inspect (at the sole expense of the Borrower) the properties and operations of Holdings, the Companies Borrower or any such other Note Loan Party; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit (or at any time without notice if an Event of Default exists), Agent (accompanied by any Purchaserii) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its directors or officers and its independent auditors auditors, if any (and Holdings and the Companies Borrower hereby authorize such independent auditors auditors, if any, to discuss such financial matters with any Purchaser the Lender or the Agent or any representative thereof), and to (iii) examine (and, at the expense of the Borrower, photocopy extracts from) any of its books or other records; and permit, and cause each other Note Party, (iv)(A) inspect (at any reasonable time and with reasonable notice, to permit Agent and its representatives to inspect the sole expense of the Borrower) the Collateral and other tangible assets of Holdings, the Companies Borrower or any such Note Loan Party, to (B) perform appraisals of the equipment of Holdings, the Companies Borrower or any such Note Loan Party, and to (C) inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral, for purposes of or otherwise in connection with conducting a review, audit or appraisal of such books and records. So long as no If an Event of Default has occurred and is continuing, the Agent, the Lender, or Default exists, any representative of the foregoing may take any of the actions specified in clauses (i) such through (iv) of this Section 6.2(b) without notice to the Borrower. Notwithstanding the foregoing, except during the continuance of an Event of Default, all visits and inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations of the Note Parties and their Subsidiaries, (ii) the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment DocumentAgent, the Companies Lender, or any representative thereof pursuant to this Section 6.2(b) in excess of one time during a calendar year shall not be required to reimburse at the Loan Parties’ expense, but shall be at the sole expense of the Agent for more than one appraisal and audit each Fiscal Yearor Lender.

Books; Records; Inspections. Keep, and cause each other Note Loan Party and Subsidiary to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit, and cause each other Note Loan Party to permitpermit (at any reasonable time during normal business hours and with reasonable advance notice), Agent (accompanied by any Purchaser) or any representative thereof to inspect the properties and operations of Borrower or any other Loan Party; provided, however, that in the Companies absence of an Event of Default, the Agent (or representative thereof) may not do any of the foregoing (or seek reimbursement for) more than one visit during any Fiscal Year and to the extent any information is subject to confidentiality obligations with a third party or attorney-client privilege or the sharing of such other Note Partyinformation is prohibited by law, then such information shall not be required to be delivered; and permit, and cause each other Note PartyLoan Party to permit, at any reasonable time during normal business hours and with reasonable notice, to permit advance notice (or at any time without notice if an Event of Default exists), Agent (accompanied by any Purchaser) or any representative thereof to visit any [Biolase] Credit Agreement #61304369 or all of its offices, to discuss its financial matters with its officers and its independent auditors (and the Companies Borrower hereby authorize authorizes such independent auditors to discuss such financial matters with any Purchaser or Agent or any representative thereof), and to examine (and, at the expense of Borrower or the applicable Loan Party, photocopy extracts from) any of its books or other records; and permitprovided, and cause each other Note Partyhowever, at that in the absence of an Event of Default, the Agent (or representative thereof) may not do any reasonable time and with reasonable notice, to permit Agent and its representatives to inspect the Collateral and other tangible assets of the Companies foregoing (or such Note Party, to perform appraisals of the equipment of the Companies or such Note Party, seek reimbursement for) more than one visit during any Fiscal Year and to inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating extent any information is subject to any Collateral. So long as no Event of Default confidentiality obligations with a third party or Default exists, (i) such inspections attorney-client privilege or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations of the Note Parties and their Subsidiaries, (ii) the Companies shall receive reasonable prior notice sharing of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Documentinformation is prohibited by law, the Companies then such information shall not be required to reimburse Agent for more than one appraisal and audit each Fiscal Yearbe delivered.

Books; Records; Inspections. (a) Keep, and cause each other Note Loan Party and Subsidiary each of its Subsidiaries to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit. (b) Permit, and cause each other Note Loan Party to permit, Agent (accompanied by any Purchaser) at reasonable times during business hours and with reasonable prior notice, the Agent, the Required Lenders, or any representative thereof to of the foregoing to: (i) inspect the properties and operations of the Companies Borrower or any such other Note Loan Party; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit (or at any time without notice if an Event of Default exists), Agent (accompanied by any Purchaserii) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its directors or officers and with its independent auditors (and the Companies Borrower hereby authorize authorizes such independent auditors to discuss such financial matters with any Purchaser the Required Lenders or the Agent or any representative thereof); (iii) examine (and, and to examine at the expense of the Borrower, photocopy extracts from) any of its books or other records; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit Agent and its representatives to (iv)(A) inspect the Collateral and other tangible assets of the Companies Borrower or any such Note Loan Party, to (B) perform appraisals of the equipment of the Companies Borrower or any such Note Party, Loan Party and to (C) inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral, for purposes of or otherwise in connection with conducting a review, audit or appraisal of such books and records. So long as no Event The Borrower will pay the Lenders the reasonable out-of-pocket costs and expenses of Default any audit or Default exists, (i) such inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations inspection of the Note Parties and their Subsidiaries, (ii) Collateral promptly after receiving the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Document, invoice; provided that the Companies Borrower shall not be required to reimburse Agent the Lenders for the foregoing expenses relating to more than one appraisal such inspection or audit in any calendar year unless an Event of Default has occurred and audit each Fiscal Yearis continuing, in which event the Borrower shall be required to reimburse the Lenders for any and all of the foregoing expenses. Notwithstanding anything contained in this Section 6.2(b) to the contrary, if an Event of Default shall have occurred and be continuing, then the Agent, the Required Lenders or any representative of any of the foregoing may take any of the actions specified in clauses (i) through (iv) of this Section 6.2(b) without prior notice to the Borrower, but shall endeavor in good faith to provide the Borrower subsequent notice.

Books; Records; Inspections. Keep, and cause each other Note Loan Party and Subsidiary to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit, and cause each other Note Loan Party to permitpermit (at any reasonable time and with reasonable notice), Agent (accompanied by any Purchaser) or any representative thereof to inspect the properties and operations of the Companies Borrower or such any other Note Loan Party; and permit, and cause each other Note PartyLoan Party to permit, at any reasonable time and with reasonable notice, to permit notice (or at any time without notice if an Event of Default exists), Agent (accompanied by any PurchaserLender) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its officers and its independent auditors (and the Companies Borrower hereby authorize authorizes such independent auditors to discuss such financial matters with any Purchaser Lender or Agent or any representative thereofthereof and to the extent such discussion is not in respect of the results of the annual audit or the restatement of any such annual audit, a representative of the Borrower shall be provided a reasonable opportunity to participate in any such discussion), and to examine (and, at the expense of Borrower or the applicable Loan Party, photocopy extracts from) any of its books or other records; and permit, and cause each other Note PartyLoan Party to permit, (at any reasonable time and with reasonable notice, to permit ) Agent and its representatives to inspect the Collateral and other tangible assets of the Companies Borrower or such Note Party, to perform appraisals of the equipment of the Companies or such Note Loan Party, and to inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral. So ; provided, however, so long as no Event of Default or Default exists, only Agent may exercise rights under this Section 6.2 and the Agent shall not exercise such rights more often than one (i1) time in any Fiscal Year. All such inspections visits and examinations pursuant to this Section 6.2 shall comply with the Borrower’s or audits by Agent (its Subsidiaries’ policies and protocols for safety for visitors to its facilities, including any request by Agent visits to any Note Party’s independent public accountants) shall be manufacturing areas. Notwithstanding anything to the contrary in a manner that does not unduly interfere with the business and operations of the Note Parties and their Subsidiaries, (ii) the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding this Section 6.2 or any other provision hereof or of the Loan Documents, none of the Borrower nor any other Investment Document, the Companies shall not of its Subsidiaries will be required to reimburse disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter that (a) in respect of which disclosure to the Agent for more than one appraisal and audit or a Lender (or its respective representatives or contractors) is prohibited by law, fiduciary duty or third-party contractual obligations (not created in contemplation thereof), or would violate any of its obligations with respect to the privacy or confidentiality of patient information or (b) is subject to attorney-client or similar privilege or constitutes attorney work product; provided, that, in each Fiscal Yearcase, Borrower shall notify Agent of such prohibition or privilege.

Books; Records; Inspections. (a) Keep, and cause each other Note Loan Party and Subsidiary each of its Subsidiaries to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit. (b) Permit, and cause each other Note Loan Party to permit, Agent (accompanied by any Purchaser) at reasonable times during business hours and with reasonable prior notice, the Agent, the Lenders, or any representative thereof to of the foregoing to: (i) inspect (at the sole expense of the Borrower) the properties and operations of the Companies Borrower or any such other Note Loan Party; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit (or at any time without notice if an Event of Default exists), Agent (accompanied by any Purchaserii) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its directors or officers and its independent auditors auditors, if any (and the Companies Borrower hereby authorize authorizes such independent auditors auditors, if any, to discuss such financial matters with any Purchaser the Lenders or the Agent or any representative thereofthereof so long as a representative of the Borrower is given the opportunity to be present at such discussions), and to (iii) examine (and, at the expense of the Borrower, photocopy extracts from) any of its books or other records; and permit, and cause each other Note Party, (iv)(A) inspect (at any reasonable time and with reasonable notice, to permit Agent and its representatives to inspect the sole expense of the Borrower) the Collateral and other tangible assets of the Companies Borrower or any such Note Loan Party, to (B) perform appraisals of the equipment of the Companies Borrower or any such Note Loan Party, and to (C) inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral, for purposes of or otherwise in connection with conducting a review, audit or appraisal of such books and records. So long as no Event The Borrower will pay the Lenders the reasonable and documented out-of-pocket costs and expenses of Default any audit or Default exists, (i) such inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations inspection of the Note Parties and their Subsidiaries, (ii) Collateral promptly after receiving the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Document, invoice; provided that the Companies Borrower shall not be required to reimburse Agent the Lenders for the foregoing expenses relating to more than one appraisal such inspection or audit in any calendar year unless an Event of Default has occurred and audit each Fiscal Yearis continuing, in which event Borrower shall be required to reimburse Lender for any and all of the foregoing expenses. Notwithstanding anything contained in this Section 6.2(b) to the contrary, if an Event of Default shall have occurred and be continuing or any Lender believes in good faith that such inspections are necessary to preserve or protect the Collateral, then the Agent, the Lenders, or any representative of any of the foregoing may take any of the actions specified in clauses (i) through (iv) of this Section 6.2(b) without prior notice to the Borrower, but shall endeavor in good faith to provide the Borrower subsequent notice.

Books; Records; Inspections. Keep, and cause each other Note Party and Subsidiary to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit, and cause each other Note Party Subsidiary to permit, Agent (accompanied by any PurchaserLender) or any representative thereof to inspect the properties and operations of the Companies Borrower or such other Note PartySubsidiary; and permit, and cause each other Note PartySubsidiary to permit, at any reasonable time during normal business hours and with reasonable notice, to permit notice (or at any time without notice if an Event of Default exists), Agent (accompanied by any PurchaserLender) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its officers and its independent auditors (and the Companies Borrower hereby authorize authorizes such independent auditors to discuss such financial matters with any Purchaser Lender or Agent or any representative thereof), and to examine (and, at the expense of Borrower or the applicable Subsidiary, photocopy extracts from) any of its books or other records; and permit, and cause each other Note PartySubsidiary to permit, at any reasonable time and with reasonable notice, to permit Agent and its representatives to inspect the Collateral and other tangible assets of the Companies Borrower or such Note PartySubsidiary, to perform appraisals of the equipment of the Companies Borrower or such Note PartySubsidiary, and to inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral. So All such inspections or audits by Agent shall be at Borrower's expense, provided that so long as no Event of Default or Default exists, (i) such inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations of the Note Parties and their Subsidiaries, (ii) the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Document, the Companies Borrower shall not be required to reimburse Agent for appraisals more frequently than one appraisal and audit once each Fiscal Year.

Books; Records; Inspections. (a) Keep, and cause each other Note Loan Party and Subsidiary each of its Subsidiaries to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit. (b) Permit, and cause each other Note Loan Party to permit, Agent (accompanied by any Purchaser) at reasonable times during business hours and with reasonable prior notice, the Agent, the Lender, or any representative thereof to of the foregoing to: (i) inspect (at the sole expense of the Borrower) the properties and operations of the Companies Borrower or any such other Note Loan Party; and permitprovided that such inspections shall occur no more often than one every six months, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit (or at any time without notice if unless an Event of Default exists), Agent has occurred and is continuing; (accompanied by any Purchaserii) or any representative thereof to visit any or all of its offices, to discuss its financial matters with its directors or officers and its independent auditors auditors, if any (and the Companies Borrower hereby authorize authorizes such independent auditors auditors, if any, to discuss such financial matters with any Purchaser the Lender or the Agent or any representative thereof), and to (iii) examine (and, at the expense of the Borrower, photocopy extracts from) any of its books or other records; and permit, and cause each other Note Party, at any reasonable time and with reasonable notice, to permit Agent and its representatives to (iv)(A) inspect the Collateral and other tangible assets of the Companies Borrower or any such Note Loan Party, to (B) perform appraisals of the equipment and Real Estate of the Companies Borrower or any such Note Loan Party, and to (C) inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral, for purposes of or otherwise in connection with conducting a review, audit or appraisal of such books and records. So long as no Event Borrower will pay the Lender the reasonable out-of-pocket costs and expenses of Default any audit or Default exists, (i) such inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations inspection of the Note Parties and their Subsidiaries, (ii) Collateral promptly after receiving the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Document, the Companies invoice; provided that Borrower shall not be required to reimburse Agent the Bank for the foregoing expenses relating to more than one appraisal such inspection or audit in any calendar year unless an Event of Default has occurred and audit each Fiscal Yearis continuing, in which event Borrower shall be required to reimburse Bank for any and all of the foregoing expenses. Notwithstanding anything contained in this Section 6.21(b) to the contrary, if an Event of Default shall have occurred and be continuing or the Lender believes in good faith that such inspections are necessary to preserve or protect the Collateral, then the Agent, the Lender, or any representative of the foregoing may take any of the actions specified in clauses (i) through (iv) of this Section 6.2(b) without prior notice to the Borrower, but shall endeavor in good faith to provide the Borrower subsequent notice.

Books; Records; Inspections. Keep, and cause each other Note Loan Party and Subsidiary to keep, its books and records in accordance with sound business practices sufficient to allow the preparation of financial statements in accordance with GAAP; permit, and cause each other Note Loan Party to permit, upon reasonable prior written notice (unless an Event of Default exists) and during such Loan Party’s normal business hours, Agent (accompanied by any PurchaserLender) or any representative thereof to inspect the properties and operations of the Companies Borrower or such other Note PartyLoan Party not more than twice per year (or at any time that an Event of Default exists); and permit, and cause each other Note Loan Party to permit during such Loan Party’s normal business hours, at any reasonable time and with reasonable notice, to permit notice not more than twice per year (or at any time without notice if an Event of Default exists), Agent (accompanied by any PurchaserLender) or or, subject to the same conditions, any representative thereof to visit any or all of its offices, to discuss its financial matters with its officers and its independent auditors (and the Companies Borrower hereby authorize authorizes such independent auditors to discuss such financial matters with any Purchaser Lender or Agent or any representative thereof, so long as Borrower or its representative is given the opportunity to the present), and to examine (and, at the expense of Borrower or the applicable Loan Party, photocopy extracts from) any of its books or other records; and permit, and cause each other Note PartyLoan Party to permit, at any reasonable time and with reasonable notice, to permit Agent and its representatives to inspect the Collateral and other tangible assets of the Companies Borrower or such Note Loan Party, to perform appraisals of the equipment of the Companies Borrower or such Note Loan Party, and to inspect, audit, check and make copies of and extracts from the books, records, computer data, computer programs, journals, orders, receipts, correspondence and other data relating to any Collateral. So All such inspections or audits by Agent shall be at Borrower’s expense, provided that so long as no Event of Default or Default exists, (i) such inspections or audits by Agent (including any request by Agent to any Note Party’s independent public accountants) shall be in a manner that does not unduly interfere with the business and operations of the Note Parties and their Subsidiaries, (ii) the Companies shall receive reasonable prior notice of such inspection and/or audit and (iii) notwithstanding any other provision hereof or of any other Investment Document, the Companies Borrower shall not be required to reimburse Agent for the conduct of appraisals or audits more frequently than one appraisal and audit once each Fiscal Year or in amount in excess of $10,000 in the aggregate in any Fiscal Year.