Common use of Field Examination and Other Fees Clause in Contracts

Field Examination and Other Fees. Borrower shall pay to Agent, field examination, appraisal, and valuation fees and charges, as and when incurred or chargeable, as follows: (i) a fee of $1,000 per day, per examiner, plus reasonable and documented out-of-pocket expenses (including travel, meals, and lodging), for each field examination of Borrower performed by personnel employed by Agent, (ii) if implemented, a fee of $1,000 per day, per Person, plus reasonable and documented out-of-pocket expenses, for the establishment of electronic collateral reporting and (iii) the reasonable and documented fees or charges paid or incurred by Agent if it elects to employ the services of one or more third Persons to perform field examinations of Borrower or its Subsidiaries, to appraise the Collateral or any portion thereof, or to assess Borrower's or its Subsidiaries' business valuation; provided, that (x) so long as no Event of Default shall have occurred and be continuing and Average Liquidity for each month (or, with respect to the month ended March 31, 2012, partial month) is not less than (I) $20,000,000, for each month during the period commencing on the Closing Date and ending on September 30, 2012, or (II) $25,000,000, for each month during the period from and after October 1, 2012, Agent shall not conduct any field examinations, appraisals or intellectual property valuations and (y) if an Event of Default has occurred and is continuing or Average Liquidity for any month (or, with respect to the month ended March 31, 2012, partial month) is less than (I) $20,000,000, for any month during the period commencing on the Closing Date and ending on September 30, 2012, or (II) $25,000,000, for any month during the period from and after October 1, 2012, Borrower shall be obligated to reimburse Agent for no more than 2 field examinations during any calendar year, no more than 1 appraisal of each type of Collateral during any calendar year, and no more than 1 intellectual property valuation during any calendar year. Notwithstanding the foregoing, in any event, Agent, at its sole expense, shall have the right to conduct 1 field examination and 1 appraisal of each type of Collateral during any calendar year.

Field Examination and Other Fees. Borrower shall pay to Agent, field examination, appraisal, and valuation fees and charges, as and when incurred or chargeable, as follows: (i) a fee of $1,000 per day, per examiner, plus reasonable and documented out-of-pocket expenses (including travel, meals, and lodging), for each field examination of Borrower performed by personnel employed by Agent, (ii) if implemented, a fee of $1,000 per day, per Person, plus reasonable and documented out-of-pocket expenses, for the establishment of electronic collateral reporting and (iii) the reasonable and documented fees or charges paid or incurred by Agent if it elects to employ the services of one or more third Persons to perform field examinations of Borrower or its Subsidiaries, to appraise the Collateral or any portion thereof, or to assess Borrower's or its Subsidiaries' business valuation; provided, that (x) so long as (1) no Event of Default shall have occurred and be continuing and Average continuing, (2) Liquidity for each month (or, with respect to the month ended March 31, 2012, partial month) is not less than $18,500,000 and (I3) Pure Availability is not less than $20,000,00011,200,000, for each month during the period commencing on the Closing Date and ending on September 30, 2012, or (II) $25,000,000, for each month during the period from and after October 1, 2012, Agent Borrower shall not conduct be obligated to reimburse Agent for any field examinations, appraisals or intellectual property valuations and Agent shall not have the right to conduct more than 1 field examination and 1 appraisal of each type of Collateral during any calendar year, and (y) if (1) an Event of Default has occurred and is continuing or Average Liquidity for continuing, (2) Liquidity, as of any month (ordate, with respect to the month ended March 31, 2012, partial month) is less than (I) $20,000,000, for any month during the period commencing on the Closing Date and ending on September 30, 2012, 18,500,000 or (II3) Pure Availability, as of any date, is less than $25,000,000, for any month during the period from and after October 1, 201211,200,000, Borrower shall be obligated to reimburse Agent for no more than 2 field examinations during any calendar year, no more than 1 appraisal of each type of Collateral during any calendar year, and no more than 1 intellectual property valuation during any calendar year. Notwithstanding year and Agent shall have the foregoing, in any event, Agentright to conduct, at its sole expense, shall have the right to conduct 1 field examination examinations, appraisals and 1 appraisal of each type of Collateral during any calendar yearintellectual property valuations without limitation."

Field Examination and Other Fees. Borrower shall pay to Agent, field examination, appraisal, and valuation fees and charges, as and when incurred or chargeable, as follows: follows (i) a fee of $1,000 per day, per examiner, plus reasonable and documented out-of-pocket expenses (including travel, meals, and lodging), for each field examination of Borrower performed by personnel employed by Agent, (ii) if implemented, a fee of $1,000 per day, per Person, plus reasonable and documented out-of-pocket expenses, for the establishment of electronic collateral reporting and (iii) the reasonable and documented fees or charges paid or incurred by Agent if it elects to employ the services of one or more third Persons to perform field examinations of Borrower or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral (including Eligible Accounts), or any portion thereof, or to assess Borrower's ’s or its Subsidiaries' ’ business valuation; provided, that (x) so long as no Event of Default shall have occurred and be continuing continuing, Borrower shall not be obligated to reimburse Agent for more than 2 field examinations of each Loan Party during any calendar year, or more than 2 appraisals of Inventory of each Loan Party during any 12-month period; provided further, however, that if Excess Availability is less than 15% of the Combined Loan Cap for a period of 5 consecutive Business Days at any time during any 12-month period, then Borrower shall be obligated to reimburse Agent for an additional field examination of each Loan Party during such 12-month period and Average Liquidity for an additional appraisal of Inventory of each Loan Party during such 12-month (or, with respect period. Notwithstanding the foregoing or anything to the month ended March 31contrary contained herein, 2012, partial month) is not less than (I) $20,000,000, for each month during the period commencing on the Closing Date and ending on September 30, 2012, or (II) $25,000,000, for each month during the period from and after October 1, 2012, Agent shall not conduct any field examinations, appraisals or intellectual property valuations and (y) if unless an Event of Default has occurred and is continuing or Average Liquidity for continuing, Agent shall not require that any month such field examinations be conducted at Borrower’s expense so long as the Revolving Agent has conducted two (or, with respect to the month ended March 31, 2012, partial month2) such field examinations (and a third (3rd) field exam if Excess Availability is less than (I) $20,000,000, 15% of the Combined Loan Cap for a period of 5 consecutive Business Days at any month during the period commencing on the Closing Date and ending on September 30, 2012, or (II) $25,000,000, for any month during the period from and after October 1, 2012, Borrower shall be obligated to reimburse Agent for no more than 2 field examinations time during any 12-month period) in each calendar year, no more than 1 appraisal year and has shared the Reports (as defined in the Revolving Credit Agreement) prepared in connection therewith Agent pursuant to the terms of each type of Collateral during any calendar year, and no more than 1 intellectual property valuation during any calendar year. Notwithstanding the foregoing, in any event, Agent, at its sole expense, shall have the right to conduct 1 field examination and 1 appraisal of each type of Collateral during any calendar yearIntercreditor Agreement.

Field Examination and Other Fees. Borrower shall pay to Agent, field examination, appraisal, and valuation fees and charges, as and when incurred or chargeable, as follows: (i) a fee of $1,000 per day, per examiner, plus reasonable and documented out-of-pocket expenses (including travel, meals, and lodging), for each field examination of Borrower performed by personnel employed by Agent, (ii) if implemented, a fee of $1,000 per day, per Person, plus reasonable and documented out-of-pocket expenses, for the establishment of electronic collateral reporting and (iii) the reasonable and documented fees or charges paid or incurred by Agent if it elects to employ the services of one or more third Persons to perform field examinations of Borrower or its Subsidiaries, to appraise the Collateral or any portion thereof, or to assess Borrower's or its Subsidiaries' business valuation; provided, that (x) so long as (1) no Event of Default shall have occurred and be continuing and Average (2) Liquidity for each month (or, with respect to the month ended March 31, 2012, partial month) is not less than (I) $20,000,000, Borrower shall not be obligated to reimburse Agent for each month (A) more than 1 intellectual property valuation during the period commencing on the Closing Date and ending on September 30, 2012, any calendar year or (IIB) $25,000,000any field examinations or appraisals and, for each month during without the period from and after October 1, 2012consent of Borrower, Agent shall not have the right to conduct more than 1 field examination and 1 appraisal of each type of Collateral during any field examinationscalendar year (provided further, appraisals or that notwithstanding anything in clause (x) of this proviso to the contrary, to the extent that any Borrowing made during any calendar year is attributable to the Revolver Sub-Facility Component, Agent shall have the right to conduct, and Borrower shall be obligated to reimburse Agent for, 2 intellectual property valuations during such calendar year), and (y) if (1) an Event of Default has occurred and is continuing or Average Liquidity for (2) Liquidity, as of any month (ordate, with respect to the month ended March 31, 2012, partial month) is less than (I) $20,000,000, for any month during the period commencing on the Closing Date and ending on September 30, 2012, or (II) $25,000,000, for any month during the period from and after October 1, 2012, Borrower shall be obligated to reimburse Agent for no more than 2 field examinations during any calendar year, no more than 1 appraisal of each type of Collateral during any calendar year, and no more than 1 2 intellectual property valuation valuations during any calendar year. Notwithstanding year and Agent shall have the foregoing, in any event, Agentright to conduct, at its sole expense, shall have the right to conduct 1 field examination examinations, appraisals and 1 appraisal of each type of Collateral during any calendar yearintellectual property valuations without limitation."