Common use of Field Audits Clause in Contracts

Field Audits. (a) On or before June 30, 2012, Borrower shall permit Lender, on ten (10) Business Days’ prior notice, to conduct a field audit of Borrower verifying Borrower’s methodology and valuation of accounts receivable and inventory, performed by an agent designated by Lender, all to the satisfaction of Lender in its sole opinion judgment. (b) In addition, Borrower shall, during normal business hours, from time to time upon ten (10) Business Days’ prior notice as frequently as Lender reasonably determines to be appropriate: (a) provide Lender and any of its officers, employees and agents access to its properties, facilities, advisors, officers and employees of Borrower and to the Collateral of Borrower, and (b) permit Lender and any of its officers, employees and agents to inspect, audit and make extracts from Borrower’s books and records. Borrower shall, during normal business hours, from time to time upon ten (10) Business Days’ prior notice permit Lender, and its officers, employees and agents, to inspect, review, evaluate and make test verifications and counts for the Accounts, Inventory and other Collateral of Borrower. If an Event of Default has occurred and is continuing, Borrower shall provide such access to Lender at all times and without advance notice. Furthermore, so long as any Event of Default has occurred and is continuing, Borrower shall provide Lender with access to each of its suppliers and customers. Borrower shall reasonably promptly make available to Lender and its counsel originals or copies of all books and records that Lender may reasonably request. Borrower shall delivery any document or instrument necessary for Lender as it may from time to time reasonably request, to obtain records from any service bureau or other Person that maintains records for Borrower, and shall maintain duplicate records or supporting documentation on media, including computer tapes and discs owned by Borrower. Lender will give Borrower at least ten (10) Business Days’ prior written notice of regularly scheduled field audits. Borrower shall reimburse Lender for any cost incurred for such field audits up to an aggregate maximum amount of $1,800.00 within any twelve (12) month period.

Field Audits. (a) On or before June 30, 2012, Borrower shall permit Lender, on ten (10) Business Days’ prior notice, to conduct a field audit of Borrower verifying Borrower’s methodology and valuation of accounts receivable the Accounts, Inventory and inventoryother Collateral of Borrower, performed by an agent designated by LenderLxxxxx, all to the satisfaction of Lender in its sole opinion and judgment. (b) . In addition, Borrower shall, during normal business hours, from time to time upon ten (10) Business Days’ Days prior notice as frequently as Lender reasonably determines to be appropriatenotice: (a) provide Lender and any of its officers, employees and agents access to its properties, facilities, advisors, officers and employees of Borrower and to the Collateral of Borrower, and (b) permit Lender and any of its officers, employees and agents to inspect, audit and make extracts from Borrower’s books and records. Borrower shall, during normal business hours, from time to time upon ten one (101) Business Days’ Days prior notice notice, permit Lender, and its officers, employees and agents, to inspect, review, evaluate and make test verifications and counts for the Accounts, Inventory and other Collateral of Borrower. If an Event of Default has occurred and is continuing, Borrower shall shall, at Borrower’s expense, provide such access to Lender at all times and without advance notice. Furthermore, so long as any Event of Default has occurred and is continuing, Borrower shall provide Lender with access to each of its suppliers and customers. Borrower shall reasonably promptly make available to Lender and its counsel originals or copies of all books and records that Lender Lxxxxx may reasonably request. Borrower shall delivery deliver any document or instrument necessary for Lender as it may from time to time reasonably request, to obtain records from any service bureau or other Person that maintains records for Borrower, and shall maintain duplicate records or supporting documentation on media, including computer tapes and discs owned by Borrower. Lender will give Borrower at least ten (10) Business Days’ prior written notice of regularly scheduled field audits. Borrower shall reimburse Lender for any cost incurred for such field audits up audits. Unless an Event of Default has occurred, Borrower shall be responsible for the cost of any such audit one (1) time each year and, in no event, at a cost not to exceed $3,000.00. Borrower hereby authorized Lender to debit (without offset) any such cost from Borrower’s Operating Account. In the event that Lxxxxx deems the results of any such audit to be unsatisfactory, in Lxxxxx’s sole opinion and judgment, then in such event, Lxxxxx may declare an aggregate maximum amount Event of $1,800.00 within any twelve (12) month periodDefault.

Field Audits. (a) On or before June 30, 2012, Borrower shall permit Lender, on ten (10) Business Days’ prior notice, to conduct a field audit of Borrower verifying Borrower’s methodology and valuation of accounts receivable the Accounts, Inventory and inventoryother Collateral of Borrower, performed by an agent designated by LenderLxxxxx, all to the satisfaction of Lender in its sole opinion and judgment. (b) . In addition, Borrower shall, during normal business hours, from time to time upon ten (10) Business Days’ Days prior notice as frequently as Lender reasonably determines to be appropriatenotice: (a) provide Lender and any of its officers, employees and agents access to its properties, facilities, advisors, officers and employees of Borrower and to the Collateral of Borrower, and (b) permit Lender and any of its officers, employees and agents to inspect, audit and make extracts from Borrower’s books and records. Borrower shall, during normal business hours, from time to time upon ten one (101) Business Days’ Days prior notice permit Lender, and its officers, employees and agents, to inspect, review, evaluate and make test verifications and counts for the Accounts, Inventory and other Collateral of Borrower. If an Event of Default has occurred and is continuing, Borrower shall shall, at Borrower’s expense, provide such access to Lender at all times and without advance notice. Furthermore, so long as any Event of Default has occurred and is continuing, Borrower shall provide Lender with access to each of its suppliers and customers. Borrower shall reasonably promptly make available to Lender and its counsel originals or copies of all books and records that Lender Lxxxxx may reasonably request. Borrower shall delivery deliver any document or instrument necessary for Lender as it may from time to time reasonably request, to obtain records from any service bureau or other Person that maintains records for Borrower, and shall maintain duplicate records or supporting documentation on media, including computer tapes and discs owned by Borrower. Lender will give Borrower at least ten (10) Business Days’ prior written notice of regularly scheduled field audits. Borrower shall reimburse Lender for any cost incurred for such field audits up audits. Unless an Event of Default has occurred, Borrower shall be responsible for the cost of any such audit one (1) time each year and, in no event, at a cost not to exceed $300.00. Borrower hereby authorized Lender to debit (without offset) any such cost from Borrower’s primary operating account with Lender. In the event that Lxxxxx deems the results of any such audit to be unsatisfactory, in Lxxxxx’s sole opinion and judgment, then in such event, Lxxxxx may declare an aggregate maximum amount Event of $1,800.00 within any twelve (12) month periodDefault and terminate the Revolving Line of Credit.

Field Audits. (a) On or before June 30, 2012, Borrower shall permit Lender, on ten (10) Business Days’ ' prior notice‎notice, to conduct a field audit of Borrower verifying Borrower’s 's methodology and valuation of accounts receivable ‎the Accounts, Inventory and inventoryother Collateral of Borrower, performed by an agent designated by Lender‎by Lxxxxx, all to the satisfaction of Lender in its sole opinion and judgment. (b) . In addition, Borrower ‎Borrower shall, during normal business hours, from time to time upon ten (10) Business Days’ prior notice as frequently as Lender reasonably determines to be appropriateDays ‎prior notice: (a) provide Lender and any of its officers, employees and agents access to its properties‎properties, facilities, advisors, officers and employees of Borrower and to the Collateral of Borrower‎Borrower, and (b) permit Lender and any of its officers, employees and agents to inspect, audit and ‎and make extracts from Borrower’s 's books and records. Borrower shall, during normal business ‎business hours, from time to time upon ten one (101) Business Days’ Days prior notice permit Lender, and its ‎its officers, employees and agents, to inspect, review, evaluate and make test verifications and counts ‎counts for the Accounts, Inventory and other Collateral of Borrower. If an Event of Default has occurred ‎occurred and is continuing, Borrower shall shall, at Borrower's expense, provide such access to Lender ‎Lender at all times and without advance notice. Furthermore, so long as any Event of Default has ‎has occurred and is continuing, Borrower shall provide Lender with access to each of its suppliers ‎suppliers and customers. Borrower shall reasonably promptly make available to Lender and its counsel originals or copies of all books and records that Lender Lxxxxx may reasonably request‎request. Borrower shall delivery deliver any document or instrument necessary for Lender as it may from ‎from time to time reasonably request, to obtain records from any service bureau or other Person ‎Person that maintains records for Borrower, and shall maintain duplicate records or supporting documentation ‎documentation on media, including computer tapes and discs owned by Borrower. Lender will give ‎give Borrower at least ten (10) Business Days’ ' prior written notice of regularly scheduled field audits‎audits. Borrower shall reimburse Lender for any cost incurred for such field audits up audits. Unless an ‎Event of Default has occurred, Borrower shall be responsible for the cost of any such audit ‎one (1) time each year and, in no event, at a cost not to an aggregate maximum amount exceed $300.00. Borrower hereby ‎authorized Lender to debit (without offset) any such cost from Borrower's primary operating ‎account with Lender. In the event that Lxxxxx deems the results of $1,800.00 within any twelve (12) month period.such audit to be ‎unsatisfactory, in Lxxxxx's sole opinion and judgment, then in such event, Lxxxxx may declare ‎an Event of Default and terminate the Revolving Line of Credit.‎

Field Audits. (a) On or before June 30, 2012, Borrower shall permit Lender, on ten five (105) Business Days’ prior notice, to conduct a appraisals and/or field audit audits of Borrower verifying Borrower’s methodology and valuation of accounts receivable the Accounts, Inventory and inventoryother Collateral of Borrower, performed by an agent or third party professional designated by LenderXxxxxx, all to the satisfaction of Lender in its sole opinion and judgment. (b) . In addition, Borrower shall, during normal business hours, from time to time upon ten five (105) Business Days’ prior notice as frequently as Lender reasonably determines to be appropriateappropriate in its sole opinion and judgment: (a) provide Lender and any of its officers, employees employees, agents and agents third party professionals access to its properties, facilities, advisors, officers and employees of Borrower and to the Collateral of Borrower, and (b) permit Lender and any of its officers, employees employees, agents and agents third party professionals to inspect, audit and make extracts from BorrowerXxxxxxxx’s books and records. Borrower shall, during normal business hours, from time to time upon ten five (105) Business Days’ prior notice permit Lender, and its officers, employees employees, agents and agents, third party professionals to inspect, review, evaluate and make test verifications and counts for the Accounts, Inventory and other Collateral of Borrower. If an Event of Default has occurred and is continuing, Borrower shall provide such access to Lender at all times and without advance notice. Furthermore, so long as any Event of Default has occurred and is continuing, Borrower shall provide Lender with access to each of its suppliers and customers. Borrower shall reasonably promptly make available to Lender and its counsel originals or copies of all books and records that Lender may reasonably request. Borrower shall delivery any document or instrument necessary for Lender as it may from time to time reasonably request, request to obtain records from any service bureau or other Person that maintains records for Borrower, and shall maintain duplicate records or supporting documentation on media, including computer tapes and discs owned by BorrowerXxxxxxxx. Lender will give Borrower at least ten five (105) Business Days’ prior written notice of regularly scheduled appraisals and/or field audits. Borrower shall shall, upon demand by Xxxxxx, reimburse Lender for any cost incurred for such appraisals and field audits; provided, however, that so long as no Event of Default or Potential Default exists hereunder, Borrower shall not be obligated to reimburse Lender for more than two (2) such third party appraisals or field audits up to an aggregate maximum amount of $1,800.00 within in any twelve (1212)-consecutive calendar month period of time. (b) month periodIf an audit, field exam, or appraisal discloses findings and conclusions that Lender deems unsatisfactory in its Permitted Discretion, in addition to the rights and remedies set forth in this Agreement, Lender reserves the right to take such corrective action as it deems appropriate in its Permitted Discretion, including but not limited to termination or reduction of the Line of Credit.