Field Examinations; Appraisals. Once during each Fiscal Year of the Borrower and, at any time a Default, or Event of Default or Borrowing Availability Limitation exists, at such other times as the Administrative Agent may request, (x) an appraisal of the Inventory of the Borrower and its Subsidiaries and (y) a collateral examination of the Inventory and receivables of the Borrower and its Subsidiaries, in each case, in scope, and from a third-party appraiser and a third-party consultant, respectively, satisfactory to the Collateral Agent and completed at the cost and expense of the Borrower.
Field Examinations; Appraisals. The Company shall provide (i) an Acceptable Appraisal in respect of the Inventory of the Borrowers and (ii) an Acceptable Field Examination in respect of the Inventory and the Accounts and related accounts of the Borrowers, in each case one time during each fiscal year of the Company (or (A) at any time during an Additional Appraisal/Exam Period, at the request of the Administrative Agent, two times in each fiscal year of the Company (provided that no Acceptable Appraisal or Acceptable Field Examination, as applicable, may be required pursuant to this clause (A) if an Acceptable Appraisal in respect of Inventory or an Acceptable Field Examination, respectively, has been provided within the prior six months) and (B) at any time that any Event of Default exists, as often as the Administrative Agent may reasonably require). At the request of the Administrative Agent at any time during an Additional Appraisal/Exam Period (which request shall not be made more than one time during each fiscal year of the Company), the Company shall provide an Acceptable Appraisal in respect of the Eligible Machinery and Equipment of the U.S. Borrowers; provided that any time that any Event of Default exists, the Company shall provide an Acceptable Appraisal in respect of the Eligible Machinery and Equipment of the U.S. Borrowers as often as the Administrative Agent may reasonably require. For the avoidance of doubt, the Company shall be permitted to deliver an Acceptable Appraisal in respect of Eligible Machinery and Equipment of the U.S. Borrowers at its option at any time. At the request of the Administrative Agent at any time during an Additional Appraisal/Exam Period (which request shall not be made more than one time during each fiscal year of the Company), the Company shall assist the Administrative Agent in procuring an Acceptable Appraisal in respect of the Eligible Real Property of the U.S. Borrowers; provided that any time that any Event of Default exists, the Company shall assist the Administrative Agent in procuring an Acceptable Appraisal in respect of the Eligible Real Property of the U.S. Borrowers as often as the Administrative Agent may reasonably require. Each such appraisal and field examination shall be at the sole cost and expense of the Company.
Field Examinations; Appraisals. Upon the request of Xxxxxx after reasonable prior notice to any Borrower, each Borrower will permit Lender or a firm engaged by Xxxxxx for such purpose to (a) conduct field examinations, including with respect to such Borrower’s practices in the calculation of the Borrowing Base and the assets included in the Borrowing Base ACTIVE 683704526v8 40 and related financial information such as, but not limited to, sales, gross margins, payables, accruals and reserves, provided, that, commencing after the Closing Date, (i) Lender shall not conduct, at the expense of a Borrower, more than (A) one field examination in any 12 month period so long as Excess Availability during such 12 month period is at all times not less than 15% of the Maximum Credit, or (B) two field examinations in any 12 month period if Excess Availability during such 12 month period is at any time less than such amount, (ii) Lender may conduct, at the expense of a Borrower, such other field examinations as Lender may request at any time as may be required by law or regulation, in connection with a Permitted Acquisition, or when an Event of Default exists, and (iii) Lender may conduct additional field examinations at any time at its own expense and (b) conduct appraisals of the Collateral in form, scope and methodology acceptable to Lender, provided, that, (i) Lender shall not conduct, at the expense of a Borrower, more than (A) one appraisal of the inventory in any 12 month period so long as Excess Availability during such 12 month period is at all times not less than 20% of the Maximum Credit, or (B) two appraisals in any 12 month period if Excess Availability during such 12 month period is at any time less than such amount, (ii) Lender may conduct, at the expense of a Borrower, such other appraisals as Lender may request at any time as required by law or regulation, in connection with a Permitted Acquisition, or when an Event of Default exists, and (iii) Lender may conduct additional appraisals at any time at its own expense. Upon the request of Xxxxxx, after reasonable prior notice to a Borrower when no Event of Default exists, as part of any field examination or at other reasonable times during normal business hours when no Event of Default exists or such other times as Lender may request otherwise, each Loan Party will permit representatives and other professionals (including investment bankers, consultants, accountants, and lawyers) engaged by Xxxxxx for such purpose to visit and inspect a...
Field Examinations; Appraisals. The Borrower Agent and each other Borrower shall cooperate with the Administrative Agent to enable the Administrative Agent to conduct (x) an appraisal of the Inventory of the Borrowers and (y) a collateral and field examination of the Borrowers, in each case, the need for which shall be reasonably determined by Administrative Agent and which evaluation shall be undertaken by Administrative Agent or for Administrative Agent’s benefit, and at the sole cost and expense of the Borrowers, and the results of such appraisal and collateral examination shall be in form and scope reasonably satisfactory to the Administrative Agent; provided however that so long as no Event of Default is continuing, the Borrowers shall not be liable for the costs and expenses of more than (i) one appraisal in any Fiscal Year and (ii) two collateral and field examination in any Fiscal Year. In addition to the foregoing, the Administrative Agent may request no more than once during each Fiscal Year of the Borrower Agent an appraisal of the Net Orderly Liquidation Value of Eligible Inventory contributing to the Borrowing Base, at the sole cost and expense of the Borrowers.
Field Examinations; Appraisals. Without limiting the generality of Section 6.6(a), but subject to the Disclosure Exceptions, the Administrative Agent (i) shall conduct one commercial field examination per 12-month period of the Loan Parties, the Collateral, and such other matters as the Administrative Agent shall deem appropriate in its Permitted Discretion, at the Borrowers’ expense, (ii) may conduct (A) one additional field examination during the first 12 months after the Closing Date, at the Borrowers’ expense, (B) one additional field examination per 12-month period, at the Borrowers’ expense, if a Collateral Administration Trigger Period has occurred and is continuing, (C) one additional field examination per 12-month period, at the Lenders’ expense, and (D) such additional field examinations, at the Borrowers’ expense, as the Administrative Agent shall require if an Event of Default has occurred and is continuing, which field examinations may be conducted by employees of the Administrative Agent or by third parties engaged by the Administrative Agent, (iii) shall obtain one appraisal per 12-month period of the Inventory of the Loan Parties, at the Borrowers’ expense, and (iv) may obtain (A) one additional Inventory appraisal during the first 12 months after the Closing Date, at the Borrowers’ expense, (B) one additional Inventory appraisal per 12-month period, at the Borrowers’ expense, if a Collateral Administration Trigger Period has occurred and is continuing, (C) one additional Inventory appraisal per 12-month period, at the Lenders’ expense, and (D) such additional Inventory appraisals, at the Borrowers’ expense, as the Administrative Agent shall require if an Event of Default has occurred and is continuing, which appraisals may be conducted by employees of the Administrative Agent or by third parties engaged by the Administrative Agent.
Field Examinations; Appraisals. Upon the request of the Co-Collateral Agents, (x) an appraisal of the Inventory of the ABL Credit Parties and (y) a collateral examination of the Inventory and Accounts of the ABL Credit Parties, in each case, in scope satisfactory to the Co-Collateral Agents, and from a third-party appraiser and a third-party consultant reasonably satisfactory to the Co-Collateral Agents (and, to the extent such third-party appraiser is not Great American Group and/or such third-party consultant is not FTI Consulting, Holdings), and completed at the cost of the Borrowers; provided, however, so long as no Event of Default exists, the Co-Collateral Agents may make two requests in each jurisdiction in respect of each of clause (x) and (y) above during each fiscal year (or, during any period (A) commencing on the date on which the Excess Availability is less than or equal to $35,000,000 and (B) ending on the first date thereafter on which the Excess Availability has been greater than $35,000,000 for 30 consecutive days, four requests in each jurisdiction in respect of clause (x) above and two requests in respect of clause (y) above) in any fiscal year of Holdings, in each case at the cost of the Borrowers.
Field Examinations; Appraisals. (i) In the case of succeeding sub-clause (x), one time during each fiscal year of the Company (or, at any time that Excess Availability is less than 15.0% of the Total Revolving Loan Commitment at such time, two times in each fiscal year of the Company), (ii) in the case of succeeding sub-clause (y), one time in each fiscal year of the Company (or, at any time that Excess Availability is less than 15.0% of the Total Revolving Loan Commitment at such time, two times in each fiscal year of the Company), and (iii) in the case of either succeeding sub-clause (x) or (y) at any time that any Event of Default exists, as often as the Administrative Agent may reasonably require, (x) an appraisal of the Inventory of the U.S. Borrowers and (y) a collateral examination of (A) the Inventory of the U.S. Borrowers and (B) Accounts and related accounts of the Borrowers, in each case, in scope, and from a third-party appraiser and a third-party consultant, respectively, reasonably satisfactory to the Administrative Agent and at the sole cost and expense of the Company, and the results of such appraisal and collateral examination shall be in form and scope reasonably satisfactory to the Administrative Agent and the Collateral Agent; provided, however, at any time that less than 10% of the U.S. Borrowing Base is attributable to Eligible Inventory of the U.S. Borrowers, the Administrative Agent shall be permitted, in its sole discretion, to waive any obligation to deliver Inventory appraisals.
Field Examinations; Appraisals. As of the Fourth Amendment Effective Date, the Administrative Agent may request (i) an appraisal of the Inventory of the Borrowers (an “Appraisal”) or (ii) a collateral examination of the Inventory and Accounts and related accounts of the Borrowers (a “Field Exam”), in each case, in scope, and from a third-party appraiser and a third-party consultant, respectively, reasonably satisfactory to the Administrative Agent and the Company and at the sole cost and expense of the Borrowers, and the results of such appraisal and collateral examination shall be in form, scope and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent may request any such Appraisal or Field Exam as frequently as set forth in the table below, based on the most recent calculation of the applicable levels as set forth in the compliance certificates delivered to the Administrative Agent pursuant to Section 9.01(e): Field Exam requests per 12-month period following the Fourth Amendment Effective Date Appraisal requests per 12-month period following the Fourth Amendment Effective Date Level 1:For the 12-month period following the Fourth Amendment Effective Date; or, at any time thereafter, if the Borrowers fail to achieve Level 2 or Level 3 based on the most recently delivered compliance certificate. 2 3 Level 2:After the one-year anniversary of the Fourth Amendment Effective Date, if (1) Excess Availability taken as an average over the preceding 6-month period is greater than 50% of the Total Revolving Loan Commitment and (2) the Fixed Charge Coverage Ratio for the most recent Test Period is greater than or equal to 1.05:1.00; provided, that Lxxxx 0 xxxx xxx xxxxx. 0 0 Xxxxx 0: After the one-year anniversary of the Fourth Amendment Effective Date, if (1) Excess Availability taken as an average over the preceding 12-month period is greater than 75% of the Total Revolving Loan Commitment and (2) the Fixed Charge Coverage Ratio for the most recent Test Period is greater than or equal to 1.10:1.00 1 1 At any time Excess Availability or the Fixed Charge Coverage Ratio decreases below the foregoing thresholds, the Lxxxx 0, Xxxxx 0 or Level 3 terms shall reapply, as applicable. provided that, at any time that any Default or Event of Default exists, Administrative Agent may request a Field Exam or an Appraisal at any time without limitation, at the sole cost and expense of the Borrowers, and such Field Exams and Appraisals will not be counted against the permitted ...
Field Examinations; Appraisals. (i) Up to once per year and, during any Compliance Period or during any period that an Event of Default has occurred and is continuing, at such other times as the Administrative Agent or the Collateral Agent may reasonably request, an appraisal of the Inventory of Aleris and its Subsidiaries and (ii) up to twice per year and, during any Compliance Period or during any period that an Event of Default has occurred and continuing, at such other times as the Administrative Agent or the Collateral Agent may reasonably request, a collateral examination of the Inventory and Accounts of Aleris and its Subsidiaries, in each case, in scope, and from a third-party appraiser and a third-party consultant, respectively, engaged by and satisfactory to the Collateral Agent and the Administrative Agent and completed at the cost and expense of Aleris; provided that if, after giving effect to the consummation of any Permitted Acquisition, the Total Borrowing Base would increase in an amount equal to or greater than $10,000,000 as a result of the inclusion of any Accounts and/or Inventory of the respective Acquired Business or Entity, the Administrative Agent and the Collateral Agent may request, (x) an appraisal of such Inventory and (y) a collateral examination of such Accounts and Inventory, in each case, in scope, and from a third-party appraiser and a third-party consultant, respectively, engaged by and satisfactory to the Collateral Agent and the Administrative Agent and completed at the cost and expense of Aleris.
Field Examinations; Appraisals. (a) Borrower acknowledges that the Lender and its examiners shall be permitted to conduct periodic field examinations of the Collateral and operations of Borrower (not to exceed four (4) in any calendar year prior to a Default or Event of Default that is continuing and more frequently as the Lender may determine in its sole discretion thereafter).
(b) Borrower further acknowledges that the Lender shall be permitted to obtain inventory and equipment valuations not to exceed two (2) in any calendar year prior to a Default or Event of Default which is continuing and more frequently as the Lender may determine in its sole discretion thereafter; provided that the valuation shall use industry standard valuation methodology and assumptions and Lender makes copies of such valuations available to Borrower.
