Common use of Field Examination and Other Fees Clause in Contracts

Field Examination and Other Fees. Borrowers shall pay to Agent, field examination and appraisal fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's or its Subsidiaries' business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers shall not be obligated to reimburse Agent for (A) more than 1 field examination during any calendar year (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar year.

Field Examination and Other Fees. Borrowers Borrower shall pay to Administrative Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Administrative Agent, and (ii) the fees or charges paid or incurred by Administrative Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's Borrower’s or its Subsidiaries' ’ business valuation; provided, that so long as no Specified Event of Default shall have occurred and be continuing, Borrowers Borrower shall not be obligated to reimburse Administrative Agent for (A) more than 1 one (1) field examination and one (1) appraisal of the Collateral in each consecutive twelve-month period after the date of this Agreement; provided further, that Borrower shall be obligated to reimburse Administrative Agent for one (1) additional field examination and one (1) additional appraisal of the Collateral for any consecutive twelve month period during any calendar year (or 2 such examinations if which Excess Availability is has been less than the Threshold Amount at any time during such calendar year), (B) greater of $7,5000,000 and 15.0% of the Line Cap for more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar yearfive consecutive Business Days.

Field Examination and Other Fees. Borrowers Borrower shall pay to Administrative Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Administrative Agent, and (ii) the fees or charges paid or incurred by Administrative Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its Subsidiariesa Subsidiary Guarantor, to establish electronic collateral reporting systems, or to appraise the Collateral, or any portion thereof, or to assess Parent's or its Subsidiaries' business valuation; provided, that so long as no Event of Default shall have occurred and be continuingcontinuing and no Financial Covenant Period is in effect, Borrowers Borrower shall not be obligated to reimburse Administrative Agent for (Aa) more than 1 field examination during any calendar year (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B) more than $60,000 in respect of two field examinations in during any calendar year, (Cb) more than 1 one appraisal of the Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (Ec) more than 1 appraisal any appraisals of the Term Loan Real Property constituting Collateral during any calendar yearEstate; provided, further, that the fees and expenses reimbursable by Borrower for each field examination shall not exceed $15,000.

Field Examination and Other Fees. Borrowers Borrower shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess ParentBorrower's or its Subsidiaries' business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers Borrower shall not be obligated to reimburse Agent for (A) more than 1 field examination during any calendar year one (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B1) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal two (2) appraisals of Real Property constituting the Collateral during any calendar year; provided, further, that Borrower shall be obligated to reimburse Agent for a second field examination and a third Collateral appraisal performed in any calendar year if Adjusted Excess Availability at any time falls below twenty percent (20%) of the Maximum Credit Amount.

Field Examination and Other Fees. Borrowers Borrower shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's Borrower’s or its Subsidiaries' ’ business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers Borrower shall not be obligated to reimburse Agent for (A) more than 1 field examination during any calendar year one (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B1) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal two (2) appraisals of Real Property constituting the Collateral during any calendar year; provided, further, that Borrower shall be obligated to reimburse Agent for a second field examination and a third Collateral appraisal performed in any calendar year if any Reporting Period occurs during such calendar year.

Field Examination and Other Fees. Borrowers shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus reasonable out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus reasonable out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent any Loan Party or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's or its Subsidiariesany Loan Party’s' business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, (a) Borrowers shall not be obligated to reimburse Agent for (A) more than 1 one (1) field examination during any calendar year (year, or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B) more than $60,000 in respect of field examinations in any calendar year, one (C1) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar year, if Excess Availability is at all times greater than or equal to the greater of (x) 20% of the Maximum Revolver Amount and (y) $15,000,000 during such calendar year, and (b) Borrowers shall not be obligated to reimburse Agent for more than two (2) field examinations during any calendar year, or more than two (2) appraisals of the Collateral during any calendar year, if Excess Availability is at any time less than the greater of (x) 20% of the Maximum Revolver Amount and (y) $15,000,000 during such calendar year.

Field Examination and Other Fees. Borrowers Borrower shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's Borrower’s or its Subsidiaries' ’ business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers Borrower shall not be obligated to reimburse Agent for (A) more than 1 field examination during any calendar year one (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B1) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal two (2) appraisals of Real Property constituting the Collateral during any calendar year.; provided, further, that Borrower shall be obligated to reimburse Agent for a second field examination and a third Collateral appraisal performed in any calendar year if any Reporting Period occurs during such calendar year. 2.11

Field Examination and Other Fees. Borrowers shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus reasonable out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus reasonable out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent any Loan Party or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's or its Subsidiariesany Loan Party’s' business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, (a) Borrowers shall not be obligated to reimburse Agent for (A) more than 1 one (1) field examination during any calendar year (year, or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B) more than $60,000 in respect of field examinations in any calendar year, one (C1) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar year, if Excess Availability is at all times greater than or equal to the greater of (x) 15% of the Maximum Revolver Amount and (y) $11,250,000 during such calendar year, and (b) Borrowers shall not be obligated to reimburse Agent for more than two (2) field examinations during any calendar year, or more than two (2) appraisals of the Collateral during any calendar year, if Excess Availability is at any time less than the greater of (x) 15% of the Maximum Revolver Amount and (y) $11,250,000 during such calendar year.”

Field Examination and Other Fees. Borrowers shall pay to Agent, field examination and appraisal fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's or its Subsidiaries' business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers shall not be obligated to reimburse Agent for (A) more than 1 2 field examination examinations during any calendar year (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal 3 appraisals of Inventory (which may include up to 2 on site appraisals and 1 desktop appraisal) during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar year.

Field Examination and Other Fees. Borrowers shall pay to Agent, field examination and appraisal fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus reasonable out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower Borrowers performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus reasonable out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent or its Domestic Subsidiaries, to establish electronic collateral reporting systems, or to appraise the Collateral, or any portion thereof, or to assess Parent's or its Subsidiaries' business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers shall not be obligated to reimburse Agent for (A) for more than 1 2 field examination examinations during any calendar year (or more than 2 such examinations appraisals of the Collateral during any calendar year if Excess Availability is shall be greater than the greater of $20,000,000 or 40% of the Maximum Revolver Amount at all times during such calendar year or (B) for more than 3 field examinations or more than 3 appraisals of Collateral during any calendar year if Excess Availability shall be less than or equal to the Threshold greater of $20,000,000 or 40% of the Maximum Revolver Amount at any time during such calendar year), (B) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar year.

Field Examination and Other Fees. Borrowers shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus reasonable out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus reasonable out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's ’s or its Subsidiaries' business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers shall not be obligated to reimburse Agent for (A) more than 1 field examination during any calendar year three (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B3) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 one (1) appraisal of Real Property constituting the Collateral during any calendar year; provided, further, that (x) to the extent any patent or patent license applicable to Eligible Inventory expires in the following 12 month period, Borrowers shall reimburse Agent for one additional appraisal of Collateral in any such calendar year, and (y) appraisals and field examinations of assets acquired in connection with any Permitted Acquisition or other acquisition that the Borrowers request be included in the Borrowing Base shall not count towards the limitation on expense reimbursement provided in the foregoing proviso.

Field Examination and Other Fees. Borrowers Borrower shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, (ii) if implemented, a fee of $1,000 per day, per Person, plus out-of-pocket expenses for the establishment of electronic collateral reporting, and (ii) the reasonable fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's Borrower’s or its Subsidiaries' ’ business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers and so long as Availability remains greater than $12,500,000, Borrower shall not be obligated to reimburse Agent for (A) more than 1 2 field examination examinations during any calendar year (or and more than 2 such examinations Inventory appraisals during any calendar year; provided, further, that so long as no Event of Default shall have occurred and be continuing, if Excess Availability is less than the Threshold Amount at any time during such calendar year)$12,500,000, (B) Borrower shall not be obligated to reimburse Agent for more than $60,000 in respect of 3 field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) and more than 2 3 Inventory appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar year.

Field Examination and Other Fees. Borrowers Borrower shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's Borrower’s or its Subsidiaries' ’ business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers Borrower shall not be obligated to reimburse Agent for (A) more than 1 field examination during any calendar year one (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B1) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal two (2) appraisals of Real Property constituting the Collateral during any calendar year; provided, further, that Borrower shall be obligated to reimburse Agent for a second field examination and a third 126471205_8 Collateral appraisal performed in any calendar year if any Reporting Period occurs during such calendar year.

Field Examination and Other Fees. Borrowers Borrower shall pay to the Administrative Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus reasonable out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower and its Subsidiaries performed by personnel employed by the Administrative Agent, and (ii) the fees or charges paid or incurred by the Administrative Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus reasonable out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent Borrower or its their Subsidiaries, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's Borrower’s or its Subsidiaries' ’ business valuation; provided, provided that so long as no Event of Default shall have occurred and be continuing, Borrowers shall the Borrower will not be obligated to reimburse Agent for more than 2 field examinations and 1 inventory appraisals during any calendar year; provided further, that the Borrower will be obligated to reimburse for (Ai) more than up to 1 additional field examination exam and 1 additional inventory appraisal during any calendar year in which a Trigger Period occurs and (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (Bii) more than $60,000 in respect an unlimited number of field examinations in any calendar year, (C) more than 1 appraisal exams and appraisals upon the occurrence and during the continuance of Inventory during any calendar year (or 2 such appraisals if Excess Availability is less than the Threshold Amount at any time during such calendar year), (D) more than 2 appraisals an Event of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar yearDefault.

Field Examination and Other Fees. Borrowers shall pay to Agent, field examination examination, appraisal, and appraisal valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Borrower performed by personnel employed by Agent, and (ii) the fees or charges paid or incurred by Agent (but, in any event, no less than a charge of $1,000 per day, per Person, plus out-of-pocket expenses (including travel, meals, and lodging)) if it elects to employ the services of one or more third Persons to perform field examinations of Parent or its SubsidiariesLoan Parties, to establish electronic collateral reporting systems, to appraise the Collateral, or any portion thereof, or to assess Parent's or its Subsidiaries' Loan Parties’ business valuation; provided, that so long as no Event of Default shall have occurred and be continuing, Borrowers shall not be obligated to reimburse Agent for more than 2 field examinations during any calendar year (A) or 3 field examinations during any calendar year if Average Revolver Usage is greater than 75% of the Maximum Revolver Amount), or more than 1 field examination appraisal of the Collateral during any calendar year (or 2 such examinations if Excess Availability is less than the Threshold Amount at any time during such calendar year), (B) more than $60,000 in respect of field examinations in any calendar year, (C) more than 1 appraisal of Inventory appraisals during any calendar year (or 2 such appraisals if Excess Availability Average Revolver Usage is less greater than 75% of the Threshold Amount at any time during such calendar yearMaximum Revolver Amount), (D) more than 2 appraisals of Equipment during any calendar year or (E) more than 1 appraisal of Real Property constituting Collateral during any calendar year.