Common use of Examination of Records; Audits Clause in Contracts

Examination of Records; Audits. (i) From time to time during regular business hours and upon reasonable prior notice, as requested by the Agent, permit, and cause each other Originator to permit, the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each Originator, the Seller, the Collection Agent, their respective Affiliates or the agents of each Originator, the Seller, the Collection Agent or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each Originator, the Seller, the Collection Agent or their respective Affiliates or the agents of each Originator, the Seller, the Collection Agent or their respective Affiliates, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Collection Agent's performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent having knowledge of such matters, and (ii) once during each fiscal year of the Collection Agent commencing with the fiscal year of the Collection Agent ending on December 31, 2002 and at the request of the Agent at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility or event which, with the giving of notice or lapse of time or both, would constitute any Event of Investment Ineligibility, at the expense of the Collection Agent, and upon reasonable prior notice, cause its independent public accountants (or, upon the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) to perform, and deliver to the Agent a written report of, an audit conducted by such accountants with respect to the Pool Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection Agent's performance of its obligations under this Agreement and the Receivables Contribution and Sale Agreement on a scope and in a form reasonably requested by the Agent for such audit.

Appears in 2 contracts

Samples: Trade Receivables Purchase and Sale Agreement (Polyone Corp), Purchase and Sale Agreement (Polyone Corp)

AutoNDA by SimpleDocs

Examination of Records; Audits. (i) From time to time during regular business hours and upon reasonable prior notice, as requested by the Agent, permit, and cause each other Originator to permit, permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each Originator, the Seller, the Collection Agent, their respective Affiliates or the agents of each Originator, the Seller, the Collection Agent Seller or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each Originator, the Seller, the Collection Agent or their respective Affiliates or the agents of each Originator, the Seller, the Collection Agent Seller or their respective Affiliates, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Collection AgentSeller's performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent Seller having knowledge of such matters, and (ii) once during each fiscal year of the Collection Agent Seller commencing with the fiscal year of the Collection Agent Seller ending on December 31, 2002 2002, and at the request of the Agent at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility or event which, with the giving power of notice or lapse of time or both, would constitute any Event of Investment Ineligibility, at the expense of the Collection Agent, Seller and upon reasonable prior notice, cause its independent public accountants (or, upon the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) to perform, and deliver to the Agent a written report of, an audit conducted by such accountants with respect to the Pool Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection AgentSeller's performance of its obligations under this Agreement Agreement, the Fee Letter and the Receivables Contribution and Sale Agreement on a scope and in a form reasonably requested by the Agent for such audit.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Polyone Corp), Trade Receivables Purchase and Sale Agreement (Polyone Corp)

Examination of Records; Audits. (i) From time to time during regular business hours and upon reasonable prior notice, as requested by the AgentBuyer or the Administrative Agent or any Managing Agent upon two Business Days' notice (PROVIDED, permitHOWEVER, and cause each other Originator to permitthat no such notice shall be required upon the occurrence or during the continuance of an Event of Termination or Potential Event of Termination), permit the Buyer or the Administrative Agent or such Managing Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each Originator, the Seller, the Collection Agent, their respective such Seller or any of its Affiliates or the agents any agent of each Originator, the Seller, the Collection Agent such Seller or their respective Affiliates, any of its Affiliates relating to Pool Seller Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each Originator, the Seller, the Collection Agent such Seller or their respective any of its Affiliates or the agents any agent of each Originator, the Seller, the Collection Agent such Seller or their respective Affiliates, any of its Affiliates for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Seller Receivables and the Related Security or the Collection Agent's performance by such Seller hereunder or under the Contracts with any of the officers or employees of the Collection Agent such Seller having knowledge of such matters, and (ii) once during within 110 days after the end of each fiscal year of the Collection Agent such Seller commencing with the fiscal year of the Collection Agent ending on December 31, 2002 2001, and at the request of the Buyer or the Administrative Agent (with the consent or at the request of the Majority Managing Agents or the Majority Purchaser Groups) at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility Termination or event which, with the giving of notice or lapse of time or both, would constitute any Potential Event of Investment IneligibilityTermination, at the expense of the Collection Agent, and upon reasonable prior noticesuch Seller, cause its independent public accountants (or, upon approved by the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) Administrative Agent to perform, and deliver to the Agent Buyer and the Administrative Agent, a written report of, of an audit conducted by such accountants with respect to the Pool Seller Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection Agentperformance by such Seller or the Buyer's performance Servicer of its obligations under this Agreement Agreement, the Purchase Agreements and the Receivables Contribution and Sale Agreement Fee Letters on a scope and in a form reasonably requested by either the Buyer or the Administrative Agent for such audit.

Appears in 1 contract

Samples: Receivables Contribution and Sale Agreement (Worldcom Inc)

Examination of Records; Audits. (i) From time to time during regular business hours and upon reasonable prior notice, as requested by the AgentAdministrative Agent or any Managing Agent upon two Business Days' notice (PROVIDED, permitHOWEVER, and cause each other Originator to permitthat no such notice shall be required upon the occurrence or during the continuance of an Event of Termination or Potential Event of Termination), permit the Administrative Agent or such Managing Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each the Servicer, any Originator, the Seller, the Collection Agent, their respective Affiliates or the agents of each the Servicer, any Originator, the Seller, the Collection Agent Seller or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each the Servicer, any Originator, the Seller, the Collection Agent or their respective Affiliates or the agents of each the Servicer, any Originator, the Seller, the Collection Agent Seller or their respective Affiliates, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Collection AgentServicer's or the Seller's performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent Seller having knowledge of such matters, and (ii) once during within 110 days after the end of each fiscal year of the Collection Agent Seller commencing with the fiscal year of the Collection Agent Seller ending on December 31, 2002 2001, and at the request of the Administrative Agent (with the consent or at the request of the Majority Managing Agents) at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility Termination or event which, with the giving of notice or lapse of time or both, would constitute any Potential Event of Investment IneligibilityTermination or any other event or circumstance which the Majority Managing Agents reasonably determine to be for a special audit to be conducted, at the expense of the Collection Agent, and upon reasonable prior noticeSeller, cause its independent public accountants (or, upon approved by the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) Administrative Agent to perform, and deliver to the Agent Administrative Agent, a written report of, of an audit conducted by such accountants with respect to the Pool Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection AgentServicer's and the Seller's performance of its obligations under this Agreement Agreement, the Fee Letters and the Receivables Contribution and Sale Agreement on a scope and in a form reasonably requested by the Administrative Agent for such audit.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Worldcom Inc)

Examination of Records; Audits. (i) From time to time upon two days’ prior notice and during regular business hours and upon reasonable prior notice, as requested by the Buyer or the Agent, permit, and cause each other Originator to permit, permit the Buyer or the Agent, or its their respective agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each Originator, the Seller, the Collection Agent, their respective such Seller or any of its Affiliates or the agents any agent of each Originator, the Seller, the Collection Agent such Seller or their respective Affiliates, its Affiliates relating to Pool Seller Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each Originator, the Seller, the Collection Agent such Seller or their respective any of its Affiliates or the agents any agent of each Originator, the Seller, the Collection Agent such Seller or their respective Affiliates, its Affiliates for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Seller Receivables and the Related Security or the Collection Agent's such Seller’s performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent such Seller having knowledge of such matters, and (ii) once during at the request of the Buyer or the Agent within 90 days after the end of each fiscal year of the Collection Agent such Seller commencing with the fiscal year of the Collection Agent ending on December 31, 2002 2003, and at the request of the Buyer or the Agent at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility Termination or event which, with the giving of notice or lapse of time or both, would constitute any Potential Event of Investment IneligibilityTermination, at the expense of the Collection Agent, and upon reasonable prior noticesuch Seller, cause its independent public or chartered accountants (or, upon the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) to perform, and deliver to the Agent Buyer and the Agent, a written report of, of an audit conducted by such accountants with respect to the Pool Seller Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection Agent's performance by such Seller (as Seller, the Buyer’s Servicer, the Servicer or otherwise) of its obligations under this Agreement and the Receivables Contribution and Sale Purchase Agreement on a scope and in a form reasonably requested by either the Buyer or the Agent for such audit.

Appears in 1 contract

Samples: Receivables Contribution and Sale Agreement (Crown Holdings Inc)

Examination of Records; Audits. (i) From time to time (but no more often than two times per calendar year prior to the occurrence of a Potential Event of Termination) upon two days’ prior notice and during regular business hours and upon reasonable prior notice, as requested by the Buyer or the Agent, permit, and cause each other Originator to permit, permit the Buyer or the Agent, or its their respective agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each Originator, the Seller, the Collection Agent, their respective such Seller or any of its Affiliates or the agents any agent of each Originator, the Seller, the Collection Agent such Seller or their respective Affiliates, its Affiliates relating to Pool Seller Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each Originator, the Seller, the Collection Agent such Seller or their respective any of its Affiliates or the agents any agent of each Originator, the Seller, the Collection Agent such Seller or their respective Affiliates, its Affiliates for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Seller Receivables and the Related Security or the Collection Agent's such Seller’s performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent such Seller having knowledge of such matters, and (ii) once during at the request of the Buyer or the Agent within 90 days after the end of each fiscal year of the Collection Agent such Seller commencing with the fiscal year of the Collection Agent ending on December 31, 2002 2009, and at the request of the Buyer or the Agent at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility Termination or event which, with the giving of notice or lapse of time or both, would constitute any Potential Event of Investment IneligibilityTermination, at the expense of the Collection Agent, and upon reasonable prior noticesuch Seller, cause its independent public or chartered accountants (or, upon the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) to perform, and deliver to the Agent Buyer and the Agent, a written report of, of an audit conducted by such accountants with respect to the Pool Seller Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection Agent's performance by such Seller (as Seller, the Buyer’s Servicer, the Servicer or otherwise) of its obligations under this Agreement and the Receivables Contribution and Sale Purchase Agreement on a scope and in a form reasonably requested by either the Buyer or the Agent for such audit.

Appears in 1 contract

Samples: Receivables Sale Agreement (Crown Holdings Inc)

AutoNDA by SimpleDocs

Examination of Records; Audits. (i) >From time to time upon two days prior notice and during regular business hours and upon reasonable prior notice, as requested by the AgentAgent (such two days prior notice shall not be required following the occurrence of an Event of Termination), permit, and cause each other Originator to permit, permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each any Originator, the Seller, the Collection Agent, their respective Affiliates or the agents of each such Originator, the Seller, the Collection Agent Seller or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each any Originator, the Seller, the Collection Agent or their respective Affiliates or the agents of each such Originator, the Seller, the Collection Agent Seller or their respective Affiliates, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Collection Agent's Seller’s performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent Seller having knowledge of such matters, and (ii) once during at the request of the Agent within 90 days after the end of each fiscal year of the Collection Agent Seller commencing with the fiscal year of the Collection Agent Seller ending on December 31, 2002 2003, and at the request of the Agent at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility Termination or event which, with the giving of notice or lapse of time or both, would constitute any Potential Event of Investment IneligibilityTermination, at the expense of the Collection Agent, and upon reasonable prior noticeSeller, cause its independent public accountants (or, upon the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) to perform, and deliver to the Agent Agent, a written report of, of an audit conducted by such accountants with respect to the Pool Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection Agent's Seller’s performance of its obligations under this Agreement Agreement, the Fee Letter and the Receivables Contribution and each Sale Agreement on a scope and in a form reasonably requested by the Agent for such audit.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Crown Holdings Inc)

Examination of Records; Audits. (i) From time to time (but no more often than two times per calendar year prior to the occurrence of a Potential Event of Termination) upon two days prior notice and during regular business hours and upon reasonable prior notice, as requested by the AgentAgent (such two days prior notice shall not be required following the occurrence of an Event of Termination), permit, and cause each other Originator to permit, permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each any Originator, the Seller, the Collection Agent, their respective Affiliates or the agents of each such Originator, the Seller, the Collection Agent Seller or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each any Originator, the Seller, the Collection Agent or their respective Affiliates or the agents of each such Originator, the Seller, the Collection Agent Seller or their respective Affiliates, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Collection Agent's Seller’s performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent Seller having knowledge of such matters, and (ii) once during at the request of the Agent within 90 days after the end of each fiscal year of the Collection Agent Seller commencing with the fiscal year of the Collection Agent Seller ending on December 31, 2002 2010, and at the request of the Agent at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility Termination or event which, with the giving of notice or lapse of time or both, would constitute any Potential Event of Investment IneligibilityTermination, at the expense of the Collection Agent, and upon reasonable prior noticeSeller, cause its independent public accountants (or, upon a party acceptable to the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) Agent to perform, and deliver to the Agent Agent, a written report of, of an audit conducted by such accountants with respect to the Pool Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection Agent's Seller’s performance of its obligations under this Agreement Agreement, the Fee Letter and the Receivables Contribution and Sale Agreement on a scope and in a form reasonably requested by the Agent for such audit.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Crown Holdings Inc)

Examination of Records; Audits. (i) From time to time (but no more often than two times per calendar year prior to the occurrence of a Potential Event of Termination) upon two days prior notice and during regular business hours and upon reasonable prior notice, as requested by the AgentAgent (such two days prior notice shall not be required following the occurrence of an Event of Termination), permit, and cause each other Originator to permit, permit the Agent, or its agents or representatives, (A) to examine and make copies of and abstracts from all Records in the possession or under the control of each any Originator, the Seller, the Collection AgentServicer, their respective Affiliates or the agents of each such Originator, the Seller, the Collection Agent Servicer or their respective Affiliates, relating to Pool Receivables and the Related Security, including, without limitation, the related Contracts, and (B) to visit the offices and properties of each any Originator, the Seller, the Collection Agent or Servicer, their respective Affiliates or the agents of each such Originator, the Seller, the Collection Agent Servicer, or their respective Affiliates, for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Pool Receivables and the Related Security or the Collection Agent's Servicer’s performance hereunder or under the Contracts with any of the officers or employees of the Collection Agent Servicer having knowledge of such matters, and (ii) once during at the request of the Agent within 90 days after the end of each fiscal year of the Collection Agent Servicer commencing with the fiscal year of the Collection Agent Seller ending on December 31, 2002 2010, and at the request of the Agent at any time and from time to time upon the occurrence and during the continuance of any Event of Investment Ineligibility Termination or event which, with the giving of notice or lapse of time or both, would constitute any Potential Event of Investment IneligibilityTermination, at the expense of the Collection Agent, and upon reasonable prior noticeServicer, cause its independent public accountants (or, upon a party acceptable to the occurrence and during the continuance of any Event of Investment Ineligibility or any event that would constitute an Event of Investment Ineligibility but for the requirement that notice be given or time elapse or both, and during any Below Investment Grade Period or Collateral Account Period, permit independent public accountants selected by, or representatives of, the Agent) Agent to perform, and deliver to the Agent Agent, a written report of, of an audit conducted by such accountants with respect to the Pool Receivables, Credit and Collection Policy, Lock-Box Account activity and the Collection Agent's Servicer’s performance of its obligations under this Agreement and the Receivables Contribution and each Sale Agreement on a scope and in a form reasonably requested by the Agent for such audit.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Crown Holdings Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.