Common use of Field Examinations; Appraisals Clause in Contracts

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 any of its properties and to discuss its affairs, finances and accounts with its directors, officers, and accountants, at the expense of a Borrower.

Field Examinations; Appraisals. Upon the request of Xxxxxx Lender after reasonable prior notice to any Borrower, each Borrower will permit Lender or a firm engaged by Xxxxxx Lender 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, (ia) Lender shall not conduct, at the expense of a Borrower, more than two (A2) one field examination examinations 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, (iib) 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, regulation or when an Event of Default exists, has occurred and is continuing and (iiic) 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 XxxxxxLxxxxx, 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 Lxxxxx for such purpose to visit and inspect any of its properties and to discuss its affairs, finances and accounts with its directors, officers, and accountants, at the expense of a BorrowerBorrower only if after the occurrence and during the continuance of an Event of Default; provided, that, any costs or expenses incurred by Lender in connection with accountants engaged in connection with a field examination or any lawyers engaged in connection with the review of any of Borrowers’ contracts pursuant to a field examination shall be reimbursed by Borrowers regardless of whether an Event of Default has occurred.

Field Examinations; Appraisals. Upon the request of Xxxxxx Lender after reasonable prior notice to any Borrower, each Borrower will permit Lender or a firm engaged by Xxxxxx Lender 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, (ia) Lender shall not conduct, at the expense of a Borrower, more than two (A2) one field examination examinations 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, (iib) 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, regulation or when an Event of Default exists, has occurred and is continuing and (iiic) 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 XxxxxxLxxxxx, 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 Lxxxxx for such purpose to visit and inspect any of its properties and to discuss its affairs, finances and accounts with its directors, officers, and accountants, at the expense of a BorrowerBorrower only if after the occurrence and during the continuance of an Event of Default; provided, that, any costs or expenses incurred by Lxxxxx in connection with accountants engaged in connection with a field examination or any lawyers engaged in connection with the review of any of Borrowers’ contracts pursuant to a field examination shall be reimbursed by Borrowers regardless of whether an Event of Default has occurred.

Field Examinations; Appraisals. Upon the request of Xxxxxx Lender after reasonable prior notice to any Borrower, each Borrower will permit Lender or a firm engaged by Xxxxxx Lender 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 1 field examination examinations 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 amountRevolving Loan Limit and no Event of Default exists, (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, regulation or when an Event of Default exists, exists or when Excess Availability during any 12 month period is at any time less than 15% of the Revolving Loan Limit or in connection with a Permitted Acquisition 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 1 appraisal of each of the inventory inventory, equipment and real property of Borrowers in any 12 month period so long as Excess Availability during such 12 month period is at all times not less than 2015% 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 amountRevolving Loan Limit and no Event of Default exists, (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, when an Event of Default exists or when Excess Availability during any 12 month period is at any time less than 15% of the Revolving Loan Limit or 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 XxxxxxLender, 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 Lender for such purpose to visit and inspect any of its properties and to discuss its affairs, finances and accounts with its directors, officers, and accountants, at the expense of a Borrower.