Inspection and Access Rights. (a) Without limiting any rights the ABL Agent or any other ABL Credit Party may otherwise have under applicable law or by agreement, in the event of any liquidation (including, without limitation, by means of a sale pursuant to Section 363 of the Bankruptcy Code) of the ABL Priority Collateral (or any other Exercise of Any Secured Creditor Remedies by the ABL Agent) and whether or not the Term Agent or any other Term Credit Party has commenced and is continuing the Exercise of Any Secured Creditor Remedies of the Term Agent, the ABL Agent or any other Person (including any ABL Loan Party) acting with the consent, or on behalf, of the ABL Agent, shall have the right (i) during normal business hours on any Business Day, to access ABL Priority Collateral that (x) is stored or located in or on, (y) has become an accession with respect to (within the meaning of Section 9-335 of the Uniform Commercial Code), or (z) has been commingled with (within the meaning of Section 9-336 of the Uniform Commercial Code), Term Priority Collateral, and (ii) during the Use Period shall have the right to use the Term Priority Collateral (including, without limitation, Equipment, Fixtures, Intellectual Property and Real Property), each of the foregoing in order to assemble, inspect, copy or download information stored on, take actions to perfect its Lien on, complete a production run of Inventory involving, take possession of, move, prepare and advertise for sale, sell (by public auction, private sale or a “store closing”, “going out of business” or similar sale, whether in bulk, in lots or to customers in the ordinary course of business or otherwise and which sale may include augmented Inventory of the same type sold in any ABL Loan Party’s business), store or otherwise deal with the ABL Priority Collateral, in each case without the involvement of or interference by any Term Credit Party or liability to any Term Credit Party. In the event that any ABL Credit Party has commenced and is continuing the Exercise of Any Secured Creditor Remedies with respect to any ABL Priority Collateral or any other sale or liquidation of the ABL Priority Collateral has been commenced by an ABL Loan Party (with the consent of the ABL Agent), the Term Agent may not sell, assign or otherwise transfer the related Term Priority Collateral prior to the expiration of the Use Period, unless the purchaser, assignee or transferee thereof agrees to be bound by the provisions of this Section 3.6.
Inspection and Access Rights. Without limiting any rights the ABL Collateral Agent or any other ABL Secured Party may otherwise have under applicable law or by agreement, in the event of any liquidation of any Receivables Collateral (or any other Exercise of Secured Creditor Remedies by the ABL Collateral Agent) and whether or not the New First Lien Collateral Agent or any New First Lien Secured Party has commenced and is continuing to Exercise Any Secured Creditor Remedies of any New First Lien Secured Party, the ABL Collateral Agent shall have the right (a) during normal business hours on any business day, to access Receivables Collateral that is stored or located in or on Non-Receivables Collateral, and (b) shall have the right to reasonably use the Non-Receivables Collateral (including, without limitation, equipment, computers, software, intellectual property, real property and books and records) in order to inspect, copy or download information stored on, take actions to perfect its Lien on, or otherwise deal with the Receivables Collateral, in each case without notice to, the involvement of or interference by the New First Lien Collateral Agent or any New First Lien Secured Party and without liability to any New First Lien Secured Party; provided, however, if the New First Lien Collateral Agent takes actual possession of any Non-Receivables Collateral in contemplation of a sale of such Non-Receivables Collateral or is otherwise exercising a remedy with respect to Non-Receivables Collateral, the New First Lien Collateral Agent shall give the ABL Collateral Agent reasonable opportunity (of reasonable duration and with reasonable advance notice) prior to the New First Lien Collateral Agent’s sale of any such Non-Receivables Collateral to access Receivables Collateral as contemplated in (a) and (b) above. For the avoidance of doubt, this Section 3.3 governs the rights of access and inspection as between the ABL Secured Parties on the one hand and the New First Lien Secured Parties on the other (and not as between the Secured Parties and the Grantors, which rights are set forth in and governed by the applicable Credit Documents and are not affected by this Section 3.3).
Inspection and Access Rights. (a) If Notes Agent, or any agent or representative of Notes Agent, or any receiver, shall, after any Notes Default, obtain possession or physical control of any Notes Priority Collateral or Notes Agent shall sell or otherwise dispose of any Notes Priority Collateral, Notes Agent shall promptly notify ABL Agent in writing of that fact, and ABL Agent shall thereafter notify the Notes Agent in writing as to whether ABL Agent desires to exercise access rights under this Section 3.8. In addition, if ABL Agent, or any agent or representative or ABL Agent, or any receiver, shall, after any ABL Default, obtain possession or physical control of any of the real properties subject to a Mortgage or any of the tangible Notes Priority Collateral located on any premises other than real properties subject to a Mortgage or control over any intangible Notes Priority Collateral, following the delivery to Notes Agent of an Enforcement Notice, then ABL Agent shall thereafter notify Notes Agent in writing that ABL Agent is exercising its access rights under this Agreement under either circumstance. Upon delivery of such notice by ABL Agent to Notes Agent, the parties shall confer in good faith to coordinate with respect to ABL Agent’s exercise of such access rights. Consistent with the definition of “Use Period,” access rights may apply to differing parcels of real properties subject to a Mortgage and to different assets that constitute a portion of the Notes Priority Collateral, in each case at differing times, in which case, a differing Use Period will apply to each such property and to each such portion of the Notes Priority Collateral.
Inspection and Access Rights. CHGE shall have the right at any time during the Term to enter onto the Site during normal business hours on any Business Day to inspect the Project, witness testing, verify conditions have been met, evaluate circumstances regarding Outages or unavailability, or for any other reasonable purpose. CHGE shall have the right to inspect or audit Owner’s EPC Contract and its books and records to verify Owner’s compliance with the Milestone Schedule and other obligations under this Agreement. In addition, Owner shall, and shall cause its subcontractors to, provide CHGE with prompt access to the Site and all applicable documents and records to permit CHGE to determine whether: Owner has obtained and maintained all Permits, and that such Permits do not contain Permit Requirements that might restrict CHGE’s ability to charge or discharge, or store electric energy in, the Project as provided for in this Agreement; any agreements with subcontractors and suppliers, as described in Section 4.2, have been entered into and have become effective and neither Owner nor any other party thereto is in default thereunder; all contracts or other arrangements necessary to interconnect the Project have been entered into and become effective on a timely basis pursuant to the Milestone Schedule and Owner is not in default thereunder; all contracts and other arrangements necessary to support the construction, installation, operation, and maintenance of the Project, including any agreements and other arrangements for the interconnection and procurement of power for Station Use and Charging Energy Requirements and, if necessary, water supply and waste disposal have been entered into and become effective on a timely basis and Owner is not in default thereunder; and any statement, claim, charge, or calculation made by Owner pursuant to this Agreement is accurate. Owner shall retain, and CHGE shall have the right to request, copies of the aforementioned documents, records, and data for a period of two (2) years following the expiration or earlier termination of this Agreement, unless the documents, records, or data are the subject of or are relevant to an outstanding indemnity or other claim under this Agreement, in which event such documents, records, or data shall be retained until such indemnity or other claim is resolved and is no longer subject to appeal.
Inspection and Access Rights. 7.1 At any reasonable times during normal business hours and upon reasonable prior notice, the Company and its representatives (including one or more Supplier’s Inspector) shall have the right to enter and exit a Partnership Party’s premises in order to have access to the Storage Facilities and the Pipelines, to observe the operations of the Storage Facilities and the Pipelines and to conduct such inspections as the Company may wish to have performed in connection with this Agreement, including the right to inspect, gauge, measure, take product samples or take readings at any of the Storage Facilities and the Pipelines on a spot basis. Without limiting the generality of the foregoing, the Partnership Parties shall regularly grant Supplier’s Inspector such access from the last day of each month until the third Business Day of the ensuing month. Notwithstanding any of the foregoing, if an Event of Default with respect to the Partnership Parties has occurred and is continuing, the Company and its representatives and agents shall have unlimited and unrestricted access to the Storage Facilities and the Pipelines for so long as such Event of Default continues.
Inspection and Access Rights. (a) If the Term Collateral Agent, or any agent or representative of the Term Collateral Agent, shall, after any Term Default, obtain possession or physical control of any of the Term Priority Collateral, the Term Collateral Agent shall promptly notify the Revolving Collateral Agent in writing of that fact, and the Revolving Collateral Agent shall, within thirty (30) Business Days thereafter, notify the Term Collateral Agent in writing as to whether the Revolving Collateral Agent desires to exercise its access rights under this Section 3.7 with respect to such Term Priority Collateral. Upon delivery of such notice by the Revolving Collateral Agent to the Term Collateral Agent, the parties shall confer in good faith to coordinate with respect to the Revolving Collateral Agent’s exercise of such access rights. Consistent with the definition of “Use Period,” access rights may apply to differing parcels of real properties at differing times, in which case, a differing Use Period will apply to each such property.
Inspection and Access Rights. (a) In the event that the ABL Agent shall, in the exercise of its rights under the ABL Documents or otherwise, receive possession or control of any books and Records of any Loan Party which contain information identifying or pertaining to the Term Priority Collateral, the ABL Agent shall, upon request from any Term Agent and as promptly as practicable thereafter, either make available to such Term Agent such books and records for inspection and duplication or provide to such Term Agent copies thereof. In the event that any Term Agent shall, in the exercise of its rights under the Term Documents or otherwise, receive possession or control of any books and records of any Loan Party which contain information identifying or pertaining to any of the ABL Priority Collateral, such Term Agent shall, upon request from the ABL Agent and as promptly as practicable thereafter, either make available to the ABL Agent such books and records for inspection and duplication or provide the ABL Agent copies thereof. Each Term Agent hereby irrevocably grants the ABL Agent a non-exclusive worldwide license and/or right, to the maximum extent permitted by applicable law, exercisable without payment of royalty or other compensation, to use, license or sublicense any of the Intellectual Property (including the right to access to all media in which any of the Intellectual Property may be recorded or stored and to all computer software and programs used for the compilation or printout thereof) now or hereafter owned by, licensed to, or otherwise used by the Loan Parties in order for ABL Agent and ABL Secured Parties to purchase, use, market, repossess, possess, store, assemble, manufacture, process, sell, transfer, distribute or otherwise Dispose of any asset included in the ABL Priority Collateral in connection with liquidation, Disposition or Realization upon the ABL Priority Collateral in accordance with the terms of this Agreement. Each Term Agent agrees that any sale, transfer or other disposition of any of the Loan Parties’ Intellectual Property (whether by foreclosure or otherwise) will be subject to the ABL Agent’s rights as set forth in this Section 3.5.
Inspection and Access Rights. (a) Prior to the Payment in Full of ABL Priority Debt, if the Term Loan Collateral Agent obtains possession or physical control of any Term Loan Priority Collateral, Term Loan Agent shall promptly (and in any event within five Business Days) notify ABL Agent in writing of that fact, and ABL Agent shall promptly notify Term Loan Agent (and in any event within five Business Days) in writing of whether ABL Agent desires to exercise its access rights under this Section 3.9. Upon delivery of such notice by ABL Agent to Term Loan Agent, the parties shall confer in good faith to coordinate with respect to ABL Agent’s exercise of such access rights.
Inspection and Access Rights. (a) At any reasonable times during normal business hours and upon reasonable prior notice, Lion and its representatives (including one or more Supplier’s Inspectors) shall have the right to enter and exit Logistics’ premises in order to have access to the Tankage and the Terminal for any purpose relating to this Agreement, including to enforce its rights and interests hereunder, to observe the operations of the Tankage and the Terminal and to conduct such inspections as Lion (or its assignee) may wish to have performed in connection with this Agreement, including the right to inspect, gauge, measure, take product samples or take readings at the Tankage and the Terminal on a spot basis; provided that (i) Lion’s personnel shall follow routes and paths designated by Logistics or security personnel employed by Logistics, (ii) Lion’s personnel shall observe all security, fire and safety regulations while, in around or about the Terminal and the Tankage, and (iii) Lion shall be liable for any damage directly caused by the negligence or other tortious conduct of such personnel. Without limiting the generality of the foregoing, Logistics shall regularly grant the Supplier’s Inspector such access from the last day of each month until the third Business Day of the ensuing month. Notwithstanding any of the foregoing, if an Event of Default with respect to Logistics has occurred and is continuing, Lion (or its assignee) and its representatives and agents (including one or more Supplier’s Inspectors) shall have unlimited and unrestricted access to the Terminal as such Event of Default continues.
Inspection and Access Rights. (a) If the Notes Collateral Agent, or any agent or representative of the Notes Collateral Agent, or any receiver, shall, after the occurrence and during the continuance of a Notes Default, obtain possession or physical control of any of the real properties subject to the Notes Collateral Documents or any other tangible Notes Priority Collateral or control over any intangible Notes Priority Collateral, the Notes Collateral Agent shall promptly notify the Revolving Collateral Agent in writing of that fact. If the Notes Collateral Agent, or any agent or representative of the Notes Collateral Agent, or any receiver, shall, after the occurrence and during the continuance of a Notes Default, subsequent to obtaining any required prior FCC approval in accordance with the Communications Laws, obtain possession or physical control of any broadcast station or FCC License of the Grantors, the Notes Collateral Agent, or any such agent or representative, shall use commercially reasonable efforts to operate such broadcast station in compliance in all material respects with the Grantor’s FCC Licenses, the Communications Laws and to maintain, in all material respects, control over such broadcast station’s finances personnel, and programming, a main studio with respect to such station, such station’s transmission equipment and facilities, and access to utilities to such station, in each case to permit the normal operation of such broadcast station; provided that, nothing in this Agreement shall obligate the Notes Collateral Agent to obtain possession or physical control over any broadcast station or FCC License. If the Revolving Collateral Agent, or any agent or representative of the Revolving Collateral Agent, shall, after the occurrence and during the continuance of a Revolving Default, obtain possession or physical control of any of the real properties subject to the Revolving Collateral Documents, or any other tangible Revolving Priority Collateral or control over any intangible Revolving Priority Collateral, the Revolving Collateral Agent shall promptly notify the Notes Collateral Agent in writing of that fact.
