Common use of Furnishing of Information and Inspection of Receivables Clause in Contracts

Furnishing of Information and Inspection of Receivables. The Seller will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrator, permit certified public accountants or other auditors acceptable to the Administrator and the Purchaser Agents to conduct conduct, a review of its books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the SellerServicer.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with with, if a Termination Event has not occurred and is not continuing, no less than 30 days prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable upon, if a Termination Event has not occurred and is not continuing, no less than 30 days prior written notice from the Administrator and the Purchaser AgentsAdministrator, permit certified public accountants or other auditors acceptable to the Administrator and the Purchaser Agents to conduct conduct, a review of its books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the SellerServicer.

Furnishing of Information and Inspection of Receivables. The Seller Master Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and Seller Collateral as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request. The Seller Master Servicer will, at the SellerMaster Servicer’s expense, at any time during regular business hours with reasonable prior written notice notice, (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller Master Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the SellerMaster Servicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Master Servicer (provided that representatives of the Seller Master Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerMaster Servicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool Receivables, the other Sold Assets and the Seller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Master Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but above in any twelve-month period unless (x) an Event of Termination has occurred and is continuing or (y) the expense of any first such additional examination review had one or audit shall be borne by the Administrator and not the Sellermore material adverse findings.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Servicer having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition audit/ inspection pursuant to the examinations and audits specified in clause (i) above and one (1) such review pursuant to clause (ii) above, but in each case, in any twelve-month period unless an Event of Default has occurred and is continuing or a Ratings Event Level II has occurred. Following the expense occurrence of any such additional examination an Event of Default, a Servicer Termination Event or audit shall be borne by a Ratings Event Level II, the Administrator and not Administrative Agent may, at the SellerServicer’s expense, appoint a third party to monitor the servicing of the Pool Receivables, including the disposition of Collections received in the Mail-Boxes.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and Seller Collateral as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool Receivables, the other Sold Assets and the Seller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense above in any twelve-month period unless an Event of any such additional examination or audit shall be borne by the Administrator Termination has occurred and not the Selleris continuing.

Furnishing of Information and Inspection of Receivables. The Seller will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with prior written notice (i) so long as no Termination Event has occurred, not more than once during each fiscal quarter, permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, that Seller shall only be responsible for the expenses incurred in connection with one (1) review for any calendar year pursuant to this clause (ii), so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Selleroccurred.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with at least five days prior written notice (unless a Termination Event exists) from the Administrator (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) occur no more than once per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable at least five days prior written notice (unless a Termination Event exists) from the Administrator and the Purchaser AgentsAdministrator, permit certified public accountants or other auditors acceptable to the Administrator and the Purchaser Agents to conduct a review of its books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuingexists, the Seller and the Servicer shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year; provided, further, that so long as no Termination Event exists, the Administrator and the Purchaser Agents hereby agree to coordinate their visits. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and the Purchaser Agents and not the Servicer or the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Each Borrower will furnish or cause to be furnished to the Administrator and each Purchaser Administrative Agent from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Each Borrower will, at the Sellersuch Borrower’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller such Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the Sellersuch Borrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Borrower having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Sellersuch Borrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Borrowers shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition audit/ inspection pursuant to the examinations and audits specified in clause (i) above and one (1) such review pursuant to clause (ii) aboveabove in each case, but in any twelve-month period, unless an Event of Default has occurred and is continuing or a Ratings Event Level II has occurred. Following the expense occurrence of any such additional examination an Event of Default, a Servicer Termination Event or audit shall be borne by a Ratings Event Level II, the Administrator and not Administrative Agent may, at the SellerBorrowers’ expense, appoint a third party to monitor the servicing of the Pool Receivables, including the disposition of Collections received in the Mail-Boxes.

Furnishing of Information and Inspection of Receivables. The Seller will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably requestrequest not otherwise furnished by the Servicer. The Seller will, at the Seller’s expense, at any time during regular business hours hours, with at least five days’ prior written notice (unless a Termination Event exists) from the Administrator, (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) occur no more than once per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable at least five days’ prior written notice (unless a Termination Event exists) from the Administrator and the Purchaser AgentsAdministrator, permit certified public accountants or other auditors acceptable to the Administrator and the Purchaser Agents to conduct a review of its the Seller’s books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuingexists, the Seller and the Servicer shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year; provided, further, that so long as no Termination Event exists, the Administrator and the Purchaser Agents hereby agree to coordinate their visits. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and the Purchaser Agents and not the SellerSeller or the Servicer.

Furnishing of Information and Inspection of Receivables. The Seller Such Servicer will furnish to the Administrator and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and Monetized Receivables as the Administrator or such Purchaser Group Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller Such Servicer will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at such Servicer’s expense, permit the Administrator or any Purchaser Group Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or Receivables, other Pool Assets, the Monetized Receivables and Related Monetized Assets and (B) to visit the offices and properties of the Seller each Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets, the Monetized Receivables and Related Monetized Assets or the Sellereach Servicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller each Servicer (provided that representatives of the Seller each Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Group Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables and the Monetized Receivables; provided, however, that so long as no Termination Servicer shall be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 1(e) of this Exhibit IV, more than three (3) times per year (commencing upon and including the Closing Date) during such time that no Event of Default has occurred and is continuing and no Servicer shall be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 1(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Event of Default has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, officers or employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such mattersmatters (each such visit, a “Servicer Review”); provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrator, permit certified public accountants or other auditors acceptable to the Administrator and the Purchaser Agents to conduct conduct, a review of its books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the SellerServicer.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and the Seller Collateral as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller Once a year (or more frequently, which may be as often as the Administrative Agent may determine, while an Event of Termination shall have occurred and be continuing), the Servicer will, at the SellerServicer’s expense, at any time during regular business hours with reasonable prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or the other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and recordsrecords and (C) upon execution of a confidentiality agreement, and to discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral, or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees designated Financial Officers or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool Receivables, the other Sold Assets, and the Seller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any twelve-month period unless an Event of Termination has occurred and is continuing; provided, but notwithstanding the expense foregoing or any provision of any Transaction Document, none of the Administrative Agent, any Purchaser Party or any beneficiary thereof shall have the right to hold, review, view, audit or otherwise possess (x) any Contract, or (y) any financial reporting or other books or records specifically relating to such additional examination or audit shall be borne Contract and the Receivables generated thereunder, the disclosure of which is precluded by the Administrator applicable terms of such Contract; provided, further, however, that during the occurrence and not continuance of an Event of Termination, to the Sellerextent that the related Obligor has defaulted in the payment of any Receivable, upon the request of the Administrative Agent, the Servicer shall provide the Administrative Agent with such information reasonably requested with respect to any such Contract (which may be redacted versions of or excerpts of any Contract) to the extent needed for the Administrative Agent to enforce such Contract against the applicable Obligor.

Furnishing of Information and Inspection of Receivables. The Seller Borrower will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent, any Group Agent or such Purchaser Agent any Lender may reasonably request. The Seller Borrower will, at the SellerBorrower’s expense, at any time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral in the possession or under the control of the Borrower or its Affiliates or agents, (B) to visit the offices and properties of the Seller Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerBorrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Borrower (provided that representatives of the Seller Borrower are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerBorrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Borrower shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any twelve-month period, but the expense unless an Event of any such additional examination or audit shall be borne by the Administrator Default has occurred and not the Selleris continuing.

Furnishing of Information and Inspection of Receivables. The Seller will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, officers or employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such mattersmatters (each such visit, a “Seller Review”); provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request. The Seller will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; providedprovided that the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such examination and visit per year, that so long as no unless a Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, provided that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations unless a Termination Event has occurred and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Selleris continuing.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Servicer will, (i) at the SellerServicer’s expense, at any time during regular business hours with reasonable prior written notice (i) notice, permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present or have the opportunity to be present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any twelve-month period unless an Event of Default has occurred and is continuing. Prior to the occurrence of an Event of Default, but the expense Administrative Agent, each Lender and their agents and representatives shall make reasonable efforts to provide at least fifteen (15) days’ prior written notice of any such additional examination or audit audits, visits and inspections conducted under this Section 8.02(f), and such visits shall be borne by the Administrator and not the Sellercombined.

Furnishing of Information and Inspection of Receivables. The Seller Borrower will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Borrower will, (i) at the SellerBorrower’s expense, at any time during regular business hours with reasonable prior written notice (i) notice, permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerBorrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Borrower (provided that representatives of the Seller Borrower are present or have the opportunity to be present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerBorrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Borrower shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any twelve-month period, but unless an Event of Default has occurred and is continuing. Prior to the expense occurrence of any an Event of Default, the Administrative Agent, each Lender and their agents and representatives shall make reasonable efforts to provide at least fifteen (15) days’ prior written notice of such additional examination or audit audits, visits and inspections conducted under this Section 8.01(g), and such visits shall be borne by the Administrator and not the Sellercombined.

Furnishing of Information and Inspection of Receivables. The Seller Each Originator will furnish or cause to be furnished to the Administrator Buyer, the Administrative Agent and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables Receivables, the Related Rights and the other Collateral as the Administrator Buyer, the Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Each Originator will, at the Sellersuch Originator’s expense, at any time during regular business hours with at least three (3) days’ prior written notice notice, (i) permit the Administrator or any Purchaser AgentBuyer, the Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller such Originator for the purpose of examining such books and records, and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the Sellersuch Originator’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller such Originator (provided that representatives of the Seller such Originator are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Sellersuch Originator’s expense, upon reasonable at least three (3) days’ prior written notice from the Administrator and Buyer or the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Buyer or the Administrative Agent, as applicable, to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller such Originator shall be required to reimburse the Administrator Buyer and Purchaser Agents the Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of above (including any such additional examination review conducted concurrently with a review pursuant to Sections 8.01(g) or audit shall be borne by 8.02(f) of the Administrator Receivables Financing Agreement) in any twelve-month period unless an Event of Default has occurred and not the Selleris continuing.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and the Seller Collateral as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request; provided, that this clause (h) shall not obligate the Seller to deliver Monthly Reports and Weekly Reports (if any) more frequently than as set forth in clause (d) above. The Seller will, at the Seller’s expense, at any time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to such Pool Receivables and other Sold Assets and the Pool ReceivablesSeller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove and any other similar clause in any Transaction Document in any twelve-month period, but unless (x) an Event of Termination has occurred and is continuing or (y) the expense of any first such additional examination review had one or audit shall be borne by the Administrator and not the Sellermore material adverse findings.

Furnishing of Information and Inspection of Receivables. The Seller Borrower will furnish or cause to be furnished to the Administrator and each Purchaser Administrative Agent from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Borrower will, at the SellerBorrower’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerBorrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Borrower having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerBorrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event of Default has occurred and is continuing, the Seller Borrower shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only not more than one (1) such audit per year. For review (or, if an Unmatured Event of Default has occurred and is continuing or if Holdings III does not have long-term credit ratings of “B2” or better by Xxxxx’x and “B” or better by S&P, then two (2) such reviews) pursuant to clause (ii) above in any twelve-month period; provided, that, for the avoidance of doubt, the Administrator Administrative Agent may require examinations and audits in addition conduct additional reviews pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator above from time to time in its discretion and not the Sellerat its own expense.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Support Assets as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with with, unless an Event of Termination or Non-Reinvestment Event has occurred and is continuing, five (5) Business Days prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Support Assets, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Support Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Support Assets; provided, that so long as no unless an Event of Termination or Non-Reinvestment Event has occurred and is continuing, (A) the Seller Servicer shall be required to reimburse the Administrator Administrative Agent for reasonable documented out-of-pocket costs and Purchaser Agents expenses for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any calendar year and (B) the Administrative Agent and the Group Agents hereby agree to coordinate their audits and inspections. Following the occurrence of an Event of Termination or Non-Reinvestment Event, but the expense Administrative Agent may appoint a third party to monitor the servicing of the Pool Receivables, including the disposition of Collections received in the Collection Accounts. Upon the request of the Majority Group Agents, following the Majority Group Agents review of the results of an audit described in this Section, the Servicer agrees to review the findings set forth in such audit report with the Administrative Agent and each Group Agent and will work in good faith to promptly remediate any such additional examination or audit shall be borne by the Administrator and not the Sellermaterial findings.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller Servicer will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at the Servicer's expense, permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s Servicer's performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Servicer shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 1(e) of this Exhibit IV, more than three times per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing and the Servicer shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 1(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent, the LC Bank and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent, the LC Bank or such Purchaser Agent any Lender may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice notice, (i) permit the Administrator or any Purchaser Administrative Agent, the LC Bank and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives a representative of the Seller are Servicer is present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool Receivables; provided, that so long as no Termination Event has occurred Receivables and is continuing, other Collateral and (iii) without limiting the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance provisions of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but in the expense of any such additional examination Administrative Agent’s sole discretion, at the Servicer’s expense, permit certified public accountants or audit other auditors or service providers acceptable to the Administrative Agent to perform agreed upon procedures on each Information Package, Interim Report and Liquidity Report; provided, that the Servicer shall be borne by required to reimburse the Administrator Administrative Agent for only two (2) such reviews pursuant to clause (ii) above in any twelve-month period unless an Event of Default has occurred and not the Selleris continuing and; provided, further, that any site visit or review pursuant to Section 8.01(g) shall be deemed a site visit or review under this subsection.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent of the Purchasers from time to time such information in the possession of and reasonably readily available to, the Seller-Related Parties with respect to the Pool Receivables and the other Supporting Assets as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request; provided, that this clause (g) shall not obligate the Seller to deliver Monthly Reports more frequently than as set forth in clause (c) above. The Seller will, at the Seller’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Supporting Assets, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Supporting Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Supporting Assets; provided, that so long as no Termination Event has occurred and is continuingprovided that, the Seller shall be required to reimburse the Administrator Administrative Agent and each Purchaser Agents for only one (1) such audit per yearreview under this Section 7.01(g) or any equivalent Sections under this Agreement and the other Transaction Documents in any in 94 any twelve-month period, unless an Event of Default has occurred and is continuing. For Notwithstanding the avoidance foregoing or any other provision of doubtthis Agreement, in no event will the Administrator may require examinations and audits in addition any Seller-Related Party be required to disclose to the examinations and audits specified in clause (i) and clause (ii) aboveAdministrative Agent, but any Purchaser or any other Person privileged documents or other documents the expense disclosure of which would violate regulatory or contractual confidentiality obligations binding upon any such additional examination Seller-Related Party or audit shall be borne by the Administrator and not the Sellerany of its Subsidiaries.

Furnishing of Information and Inspection of Receivables. The Seller will will, to the extent it is in possession thereof or can reasonably obtain it, furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at the Seller's expense, permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s 's performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Seller shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 2(e) of this Exhibit IV, more than three times per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing and the Seller shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 2(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and the Seller Collateral as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with with, unless an Event of Termination or Non-Reinvestment Event has occurred and is continuing, five (5) Business Days prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or Receivables, the other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool Receivables, the other Sold Assets and the Seller Collateral; provided, that so long as no unless an Event of Termination or Non-Reinvestment Event has occurred and is continuing, (A) the Seller shall be required to reimburse the Administrator Administrative Agent for reasonable documented out-of-pocket costs and Purchaser Agents expenses for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any calendar year and (B) the Administrative Agent and the Group Agents hereby agree to coordinate their audits and inspections. Following the occurrence of an Event of Termination or Non-Reinvestment Event, but the expense Administrative Agent may appoint a third party to monitor the servicing of the Pool Receivables, including the disposition of Collections received in the Collection Accounts. Upon the request of the Administrative Agent and the Majority Group Agents, following the Administrative Agent’s and the Majority Group Agents’ review of the results of an audit described in this Section, the Seller agrees to review the findings set forth in such audit report with the Administrative Agent and each Group Agent and will work in good faith to promptly remediate any such additional examination or audit shall be borne by the Administrator and not the Sellermaterial findings.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent from time to time such information with respect to the Lease Receivables, the Pool Receivables and the other Sold Assets and the Seller Collateral as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Lease Receivables, the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, records and to (C) discuss matters relating to the Lease Receivables, the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the Seller’s performance hereunder or under the other Transaction Facility Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to such Lease Receivables, Pool Receivables and other Sold Assets and the Pool ReceivablesSeller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any twelve-month period, but unless (x) an Event of Termination has occurred and is continuing or (y) the expense of any first such additional examination review had one or audit shall be borne by the Administrator and not the Sellermore material adverse findings.

Furnishing of Information and Inspection of Receivables. The Seller will furnish Furnish to the Company, the Administrator and each the Purchaser Agent Agents from time to time such information with respect to the Pool Sold Receivables as the Company, the Administrator or such any Purchaser Agent may reasonably request. The Seller Such Originator will, at the Sellersuch Originator’s expense, at any time during regular business hours hours, with at least five days’ prior written notice (unless a Purchase and Sale Termination Event with respect to such Originator has occurred or a Termination Event exists) from the Company or the Administrator, (i) permit the Company, the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Sold Receivables or other Pool Assets by it hereunder and (B) to visit the offices and properties of the Seller such Originator for the purpose of examining such books and records, and to discuss matters relating to the Pool Sold Receivables, other Pool Assets the Related Rights with respect thereto or the SellerOriginator’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Targa (provided that representatives of the Seller Targa are present during such discussions) having knowledge of such matters; provided, that so long as a Purchase and Sale Termination Event with respect to such Originator has not occurred and no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) occur no more than once per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Sellersuch Originator’s expense, upon reasonable at least five days’ prior written notice (unless a Purchase and Sale Termination Event with respect to such Originator has occurred or a Termination Event exists) from the Administrator and Company or the Purchaser AgentsAdministrator, permit certified public accountants or other auditors acceptable to the Administrator and the Purchaser Agents to conduct a review of its such Originator’s books and records with respect to the Pool Receivables; provided, that so long as a Purchase and Sale Termination Event with respect to such Originator has occurred and no Termination Event has occurred and is continuingexists, the Seller such Originator shall be required to reimburse the Company, the Administrator and the Purchaser Agents for only one (1) such audit per year; provided, further, that so long as no Purchase and Sale Termination Event with respect to such Originator has occurred and no Termination Event exists, the Administrator and the Purchaser Agents hereby agree to coordinate their visits. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and the Purchaser Agents and not the Sellersuch Originator.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request, except to the extent prohibited by applicable law or license. The Seller Servicer will, at the SellerServicer’s expense, at any time and from time to time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrator, permit certified public accountants or other auditors acceptable to the Administrator and the Purchaser Agents to conduct conduct, a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Servicer shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, more than two times per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing and the Servicer shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (ii) above per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent from time to time such information with respect to the Pool Receivables and the other Supporting Assets as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with reasonable prior written notice notice, (i) permit the Administrator or any Administrative Agent (together with and joining in the same visitation, each Purchaser Agent, or their respective agents or representatives, ) to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets Supporting Assets, as reasonably necessary to monitor the Seller’s and performance hereunder and the other Transaction Documents, (B) to visit the offices and properties of the Seller and the Servicer for the purpose of examining such books and recordsrecords as reasonably necessary to monitor the Seller’s and the Servicer’s performance hereunder and the other Transaction Documents, and to (C) discuss matters relating to the Pool Receivables, the other Pool Supporting Assets or the Seller’s and the Servicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller and the Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Supporting Assets; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense above in any twelve-month period unless an Event of any such additional examination Default or audit Potential Default has occurred and is continuing. The inspection rights under this Section 7.02(f) shall be borne by conducted concurrently with similar inspection rights under the Administrator and not Transfer Agreement to inspect the SellerOriginators.

Furnishing of Information and Inspection of Receivables. The Seller will Borrower will, to the extent it is in possession thereof or can reasonably obtain it, furnish to the Administrator and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Group Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller Borrower will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at the Borrower’s expense, permit the Administrator or any Purchaser Group Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or and other Pool Assets and (B) to visit the offices and properties of the Seller Borrower for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerBorrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Borrower (provided that representatives of the Seller Borrower are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Group Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Borrower shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 2(e) of this Exhibit IV, more than three times per year (commencing upon and including the Closing Date) during such time that no Termination Event of Default has occurred and is continuing and the Borrower shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 2(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Event of Default has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Such Servicer will furnish to the Administrator and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and Monetized Receivables as the Administrator or such Purchaser Group Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller Such Servicer will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at such Servicer’s expense, permit the Administrator or any Purchaser Group Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or Receivables, other Pool Assets, the Monetized Receivables and Related Monetized Assets and (B) to visit the offices and properties of the Seller each Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets, the Monetized Receivables and Related Monetized Assets or the Sellereach Servicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller each Servicer (provided that representatives of the Seller each Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Group Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables and the Monetized Receivables; provided, however, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required obligated to reimburse the Administrator and Purchaser Agents for only one (1) permit such audit per year. For the avoidance of doubtexaminations, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause visits or reviews under clauses (i) and clause (ii) above, but together with any examinations, visits or reviews pursuant to Section 1(e) of this Exhibit IV, more than three (3) times per year (commencing upon and including the expense Closing Date) during such time that no Event of Default has occurred and is continuing and no Servicer shall be obligated to pay or reimburse any Person for the expenses of more than one such additional examination or audit shall be borne by the Administrator and not the Seller.visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 1(e)(i) of this Exhibit

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent from time to time such information with respect to the Pool Receivables and the other Supporting Assets as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior reasonable written notice notice, (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Supporting Assets, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to (C) discuss matters relating to the Pool Receivables, the other Pool Supporting Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; , provided, that that, so long as no Termination Event of Default has occurred and is continuing continuing, no more than two (2) such examinations and visits in any fiscal year shall not exceed one (1) per year be permitted, and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon prior reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Supporting Assets; provided, that so long as no Termination Event has occurred the Administrative Agent and is continuing, the Seller Purchasers shall be required to reimburse the Administrator and Purchaser Agents for only not exercise any such rights under this Section 7.02(f) more often than one (1) such audit per year. For time during any twelve-month period at the avoidance Servicer’s expense; provided further that upon the occurrence and during the continuance of doubtan Event of Default, the Administrator Administrative Agent or any Purchaser may require examinations and audits in addition to do any of the examinations and audits specified in clause (i) and clause (ii) above, but foregoing at the expense of the Servicer at any such additional examination or audit time without advance notice. The inspection rights under this Section 7.02(f) shall be borne by conducted concurrently with similar inspection rights with respect to the Administrator Seller and not under the SellerTransfer Agreement with respect to any Originators.

Furnishing of Information and Inspection of Receivables. The Seller Master Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent from time to time such information with respect to the Lease Receivables, the Pool Receivables and the other Sold Assets and Seller Collateral as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request. The Seller Master Servicer will, at the SellerMaster Servicer’s expense, at any time during regular business hours with reasonable prior written notice notice, (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Lease Receivables, the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller Master Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Lease Receivables, the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the SellerMaster Servicer’s performance hereunder or under the other Transaction Facility Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Master Servicer having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerMaster Servicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Lease Receivables, the Pool Receivables, the other Sold Assets and the Seller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Master Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but above in any twelve-month period unless (x) an Event of Termination has occurred and is continuing or (y) the expense of any first such additional examination review had one or audit shall be borne by the Administrator and not the Sellermore material adverse findings.

Furnishing of Information and Inspection of Receivables. The Seller Borrower will furnish or cause to be furnished to the Administrator and each Purchaser Administrative Agent from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Borrower will, at the SellerBorrower’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerBorrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Borrower having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerBorrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event of Default has occurred and is continuing, the Seller Borrower shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only not more than one (1) such audit per year. For review (or, if an Unmatured Event of Default has occurred and is continuing or if Holdings III does not have long-term credit ratings of “B2” or better by Mxxxx’x and “B” or better by S&P, then two (2) such reviews) pursuant to clause (ii) above in any twelve-month period; provided, that, for the avoidance of doubt, the Administrator Administrative Agent may require examinations and audits in addition conduct additional reviews pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator above from time to time in its discretion and not the Sellerat its own expense.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Support Assets as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with with, unless an Event of Termination or Non-Reinvestment Event has occurred and is continuing, five (5) Business Days prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Support Assets, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Support Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Support Assets; provided, that so long as no unless an Event of Termination or Non-Reinvestment Event has occurred and is continuing, (A) the Seller Servicer shall be required to reimburse the Administrator Administrative Agent for reasonable documented out-of-pocket costs and Purchaser Agents expenses for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any calendar year and (B) the Administrative Agent and the Group Agents hereby agree to coordinate their audits and inspections. Following the occurrence of an Event of Termination or Non-Reinvestment Event, but the expense Administrative Agent may appoint a third party to monitor the servicing of the Pool Receivables, including the disposition of Collections received in the Collection Accounts. Upon the request of the Administrative Agent and the Majority Group Agents, following the Administrative Agent’s and the Majority Group Agents’ review of the results of an audit described in this Section, the Servicer agrees to review the findings set forth in such audit report with the Administrative Agent and each Group Agent and will work in good faith to promptly remediate any such additional examination or audit shall be borne by the Administrator and not the Sellermaterial findings.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and the Seller Collateral as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to such Pool Receivables and other Sold Assets and the Pool ReceivablesSeller Collateral; provided, that so long as no Termination prior to the occurrence and continuance of an Event has occurred of Termination, only one (1) such review per calendar year shall be conducted and is continuing, the Seller shall be required to reimburse the Administrator Company and Purchaser Agents the Administrative Agent for only one (1) such audit review per calendar year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Each Borrower will furnish or cause to be furnished to the Administrator and each Purchaser Administrative Agent from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Each Borrower will, at the Sellersuch Borrower’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller such Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the Sellersuch Xxxxxxxx’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Borrower having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Sellersuch Borrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Borrowers shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition audit/ inspection pursuant to the examinations and audits specified in clause (i) above and one (1) such review pursuant to clause (ii) aboveabove in each case, but in any twelve-month period, unless an Event of Default has occurred and is continuing or a Ratings Event Level II has occurred. Following the expense occurrence of any such additional examination an Event of Default, a Servicer Termination Event or audit shall be borne by a Ratings Event Level II, the Administrator and not Administrative Agent may, at the SellerBorrowers’ expense, appoint a third party to monitor the servicing of the Pool Receivables, including the disposition of Collections received in the Mail-Boxes.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator and each Purchaser Administrative Agent from time to time such information with respect to the Pool Receivables and the other Supporting Assets as the Administrator or such Purchaser Administrative Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with reasonable prior written notice and in accordance with the Seller’s and Servicer’s normal security and confidentiality requirements, (i) permit the Administrator Administrative Agent or any Purchaser Agent, or their its respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Supporting Assets, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Supporting Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; providedmatters (it being understood that, in the case of any such meetings or advice from such independent accountants, the Seller shall be deemed to have satisfied its obligations under this Section 7.01(g) to the extent that so long as no Termination Event it has occurred and is continuing used commercially reasonable efforts to cause its independent accountants to participate in any such examinations and visits shall not exceed one (1meeting) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator Administrative Agent, and in accordance with the Purchaser AgentsSeller’s and Servicer’s normal security and confidentiality requirements, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Supporting Assets; provided, that so long as no Termination Event has occurred the Administrative Agent shall not exercise such rights more often than two (2) times in any twelve (12) month period and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any twelve (12) month period, but in each case, unless an Event of Default has occurred and is continuing. The Administrative Agent shall give the expense of Seller the opportunity to participate in any such additional examination or audit shall be borne by the Administrator and not discussions with the Seller’s independent public accountants.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent of the Purchasers from time to time such information with respect to the Pool Receivables and the other Supporting Assets as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with prior reasonable written notice notice, (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Supporting Assets, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to (C) discuss matters relating to the Pool Receivables, the other Pool Supporting Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; , provided, that that, so long as no Termination Event of Default has occurred and is continuing continuing, no more than two (2) such examinations and visits in any fiscal year shall not exceed one (1) per year be permitted, and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon prior reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Supporting Assets; provided, that so long as no Termination Event has occurred the Administrative Agent and is continuing, the Seller Purchasers shall be required to reimburse the Administrator and Purchaser Agents for only not exercise any such rights under this Section 7.01(g) more often than one (1) such audit per year. For time during any twelve-month period at the avoidance Seller’s expense; provided further that upon the occurrence and during the continuance of doubtan Event of Default, the Administrator Administrative Agent or any Purchaser may require examinations and audits in addition to do any of the examinations and audits specified in clause (i) and clause (ii) above, but foregoing at the expense of the Seller at any such additional examination or audit time without advance notice. The inspection rights under this Section 7.01(g) shall be borne by conducted concurrently with similar inspection rights with respect to the Administrator Servicer and not under the SellerTransfer Agreement with respect to any Originators.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and Seller Collateral as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool Receivables, the other Sold Assets and the Seller Collateral; provided, that so long as no Termination prior to the occurrence and continuance of an Event has occurred of Termination, only one (1) such review per calendar year shall be conducted and is continuing, the Seller shall only be required to reimburse the Administrator Company and Purchaser Agents the Administrative Agent for only one (1) such audit review per calendar year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller Servicer will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at the Servicer’s expense, permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Servicer shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 1(e) of this Exhibit IV, more than three times per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing and the Servicer shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 1(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event of Default has occurred and is continuing, the Seller Borrower shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only not more than one (1) such audit per year. For review (or, if an Unmatured Event of Default has occurred and is continuing or if Holdings III does not have long-term credit ratings of “B2” or better by Xxxxx’x and “B” or better by S&P, then two (2) such reviews) pursuant to clause (ii) above in any twelve-month period; provided, that, for the avoidance of doubt, the Administrator Administrative Agent may require examinations and audits in addition conduct additional reviews pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator above from time to time in its discretion and not the Sellerat its own expense.

Furnishing of Information and Inspection of Receivables. The Seller will will, to the extent it is in possession thereof or can reasonably obtain it, furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at the Seller’s expense, permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Seller shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 2(e) of this Exhibit IV, more than three times per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing and the Seller shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 2(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller will furnish to the Administrator and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Agent may reasonably requestrequest except to the extent prohibited by applicable law or licenses. The Seller will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice (i) permit the Administrator or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Seller shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, more than two times per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing and the Seller shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (ii) above per year (commencing upon and including the Closing Date) during such time that no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Borrower will furnish or cause to be furnished to the Administrator Administrative Agent, the LC Bank and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent, the LC Bank or such Purchaser Agent any Lender may reasonably request. The Seller Borrower will, at the SellerBorrower’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Administrative Agent, the LC Bank and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerBorrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Borrower (provided that representatives a representative of the Seller are Servicer is present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerBorrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to such Pool Receivables and other Collateral and (iii) without limiting the Pool Receivables; provided, that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance provisions of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but in the expense of any such additional examination Administrative Agent’s sole discretion, at the Borrower’s expense, permit certified public accountants or audit other auditors or service providers acceptable to the Administrative Agent to perform agreed upon procedures on each Information Package, Interim Report and Liquidity Report; provided, that the Borrower shall be borne by required to reimburse the Administrator Administrative Agent for only two (2) such reviews pursuant to clause (ii) above in any twelve-month period, unless an Event of Default has occurred and not the Selleris continuing; and provided, further, that any site visit or review pursuant to Section 8.02(f) shall be deemed a site visit or review under this subsection.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and Seller Collateral as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, at any time upon reasonable prior written notice from the Administrator Administrative Agent, and the Purchaser Agentsno less frequently than annually, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool Receivables, the other Sold Assets and the Seller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense above in any twelve-month period unless an Event of any such additional examination or audit shall be borne by the Administrator Termination has occurred and not the Selleris continuing.

Furnishing of Information and Inspection of Receivables. The Seller will Such Borrower will, to the extent it is in possession thereof or can reasonably obtain it, furnish to the Administrator and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and Monetized Receivables as the Administrator or such Purchaser Group Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller Such Borrower will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at such Borrower’s expense, permit the Administrator or any Purchaser Group Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or Receivables, other Pool Assets, the Monetized Receivables and Related Xxxxxxxxx Assets and (B) to visit the offices and properties of the Seller such Borrower for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets, the Monetized Receivables and Related Monetized Assets or the Sellersuch Xxxxxxxx’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller such Borrower (provided that representatives of the Seller such Borrower are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Group Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables and the Monetized Receivables; provided, however, that so long as such Borrower shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 2(e) of this Exhibit IV, more than three times per year (commencing upon and including the Closing Date) during such time that no Termination Event of Default has occurred and is continuing and such Borrower shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 2(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Event of Default has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller will furnish to the Administrator Administrator, the LC Bank and each Purchaser Agent from time to time such information with respect to the Pool Receivables as the Administrator Administrator, the LC Bank or such Purchaser Agent may reasonably request. The Seller will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice (i) permit the Administrator Administrator, the LC Bank or any Purchaser Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; providedprovided that the Seller shall be required to reimburse the Administrator, that so long as no the LC Bank and Purchaser Agents for only two (2) such examinations and visits per year, unless a Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator Administrator, the LC Bank and the Purchaser Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, provided that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one two (12) such audit audits per year. For the avoidance of doubt, the Administrator may require examinations in either case unless a Termination Event has occurred and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Selleris continuing.

Furnishing of Information and Inspection of Receivables. The Seller will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and the Seller Collateral as the Administrator Administrative Agent or such Purchaser any Group Agent may reasonably request. The Seller will, at the Seller’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Group Agent or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the Seller’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to such Pool Receivables and other Sold Assets and the Pool ReceivablesSeller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) aboveabove in any twelve-month period, but the expense unless an Event of any such additional examination or audit shall be borne by the Administrator Termination has occurred and not the Selleris continuing.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent Lender from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Servicer will, at the SellerServicer’s expense, at any time during regular business hours with prior written notice notice, (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerServicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event of Default has occurred and is continuing, the Seller Borrower shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only not more than one (1) such audit per year. For review (or, if an Unmatured Event of Default has occurred and is continuing or if Holdings III does not have long-term credit ratings of “B2” or better by Mxxxx’x and “B” or better by S&P, then two (2) such reviews) pursuant to clause (ii) above in any twelve-month period; provided, that, for the avoidance of doubt, the Administrator Administrative Agent may require examinations and audits in addition conduct additional reviews pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator above from time to time in its discretion and not the Sellerat its own expense.

Furnishing of Information and Inspection of Receivables. The Seller Servicer will furnish to the Administrator and each Purchaser Group Agent from time to time such information with respect to the Pool Receivables as the Administrator or such Purchaser Group Agent may reasonably request, except to the extent prohibited by applicable law or licenses. The Seller Servicer will, at the Seller’s expense, at any time and from time to time during regular business hours with reasonable prior written notice notice, subject to Section 6.7, (i) at the Servicer’s expense, permit the Administrator or any Purchaser Group Agent, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and (B) to visit the offices and properties of the Seller Servicer for the purpose of examining such books and records, and to discuss matters relating to the Pool Receivables, other Pool Assets or the SellerServicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller Servicer (provided that representatives of the Seller Servicer are present during such discussions) having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the Seller’s expense, upon reasonable prior written notice from the Administrator and the Purchaser Group Agents, permit certified public accountants or other auditors acceptable to the Administrator to conduct a review of its books and records with respect to the Pool Receivables; provided, however, that so long as the Servicer shall not be obligated to permit such examinations, visits or reviews under clauses (i) and (ii) above, together with any examinations, visits or reviews pursuant to Section 1(e) of this Exhibit IV, more than three (3) times per year (commencing upon and including the Closing Date) during such time that no Termination Event of Default has occurred and is continuing and the Servicer shall not be obligated to pay or reimburse any Person for the expenses of more than one such examination or visit pursuant to clause (i) above (together with any examination or visit pursuant to Section 1(e)(i) of this Exhibit IV) per year (commencing upon and including the Closing Date) during such time that no Event of Default has occurred and is continuing, the Seller shall be required to reimburse the Administrator and Purchaser Agents for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator and not the Seller.

Furnishing of Information and Inspection of Receivables. The Seller Master Servicer will furnish or cause to be furnished to the Administrator Administrative Agent and each Purchaser Agent from time to time such information with respect to the Pool Receivables and the other Sold Assets and Seller Collateral as the Administrator Administrative Agent or such any Purchaser Agent may reasonably request; provided, that this clause (f) shall not obligate the Master Servicer to deliver Monthly Reports and Weekly Reports (if any) more frequently than as set forth in clause(b) above. The Seller Master Servicer will, at the SellerMaster Servicer’s expense, at any time during regular business hours with reasonable prior written notice notice, (i) permit the Administrator or any Administrative Agent and each Purchaser Agent, or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Sold Assets and the Seller Collateral, (B) to visit the offices and properties of the Seller Master Servicer for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Sold Assets, the Seller Collateral or the SellerMaster Servicer’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Master Servicer having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerMaster Servicer’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the Pool Receivables, the other Sold Assets and the Seller Collateral; provided, that so long as no Termination Event has occurred and is continuing, the Seller Master Servicer shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only one (1) such audit per year. For the avoidance of doubt, the Administrator may require examinations and audits in addition review pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but above and any other similar clause in any Transaction Document in any twelve-month period unless (x) an Event of Termination has occurred and is continuing or (y) the expense of any first such additional examination review had one or audit shall be borne by the Administrator and not the Sellermore material adverse findings.

Furnishing of Information and Inspection of Receivables. The Seller Borrower will furnish or cause to be furnished to the Administrator and each Purchaser Administrative Agent from time to time such information with respect to the Pool Receivables and the other Collateral as the Administrator Administrative Agent or such Purchaser Agent any Lender may reasonably request. The Seller Borrower will, at the SellerBorrower’s expense, at any time during regular business hours with prior written notice (i) permit the Administrator or any Purchaser Agent, Administrative Agent and each Lender or their respective agents or representatives, representatives to (A) to examine and make copies of and abstracts from all books and records relating to the Pool Receivables or other Pool Assets and Collateral, (B) to visit the offices and properties of the Seller Borrower for the purpose of examining such books and records, records and to (C) discuss matters relating to the Pool Receivables, the other Pool Assets Collateral or the SellerBorrower’s performance hereunder or under the other Transaction Documents to which it is a party with any of the officers, directors, employees or independent public accountants of the Seller (provided that representatives of the Seller are present during such discussions) Borrower having knowledge of such matters; provided, that so long as no Termination Event has occurred and is continuing such examinations and visits shall not exceed one (1) per year matters and (ii) without limiting the provisions of clause (i) above, from time to time during regular business hours, at the SellerBorrower’s expense, upon reasonable prior written notice from the Administrator and the Purchaser AgentsAdministrative Agent, permit certified public accountants or other auditors acceptable to the Administrator Administrative Agent to conduct a review of its books and records with respect to the such Pool ReceivablesReceivables and other Collateral; provided, that so long as no Termination Event of Default has occurred and is continuing, the Seller Borrower shall be required to reimburse the Administrator and Purchaser Agents Administrative Agent for only not more than one (1) such audit per year. For review (or, if an Unmatured Event of Default has occurred and is continuing or if, prior to the occurrence of a Permitted Acquisition, Holdings III, and on or after the occurrence of a Permitted Acquisition, Xylem, does not have long-term credit ratings of “B2” or better by Xxxxx’x and “B” or better by S&P, then two (2) such reviews) pursuant to clause (ii) above in any twelve-month period; provided, that, for the avoidance of doubt, the Administrator Administrative Agent may require examinations and audits in addition conduct additional reviews pursuant to the examinations and audits specified in clause (i) and clause (ii) above, but the expense of any such additional examination or audit shall be borne by the Administrator above from time to time in its discretion and not the Sellerat its own expense.