Common use of Inspection by the Administrative Agent Clause in Contracts

Inspection by the Administrative Agent. The Borrower shall, and shall cause each other member of the Borrower Affiliated Group to, permit the Banks, through the Administrative Agent or the Administrative Agent's designee, at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to such Person, to (i) visit and inspect the properties (including the Real Properties) of the Borrower and such other members of the Borrower Affiliated Group, (ii) conduct field examinations from time to time, (ii) examine and make copies of and take abstracts from the books and records of the Borrower and such other members of the Borrower Affiliated Group, and (iii) discuss the affairs, finances and accounts of the Borrower and such other members of the Borrower Affiliated Group with its appropriate officers, employees and accountants, PROVIDED that when an Event of Default has occurred and is continuing the Administrative Agent or any Bank may do any of the foregoing at any time during normal business hours and without advance notice. In handling such information the Administrative Agent and the Banks shall exercise the same degree of care that each exercises with respect to its own proprietary information of the same types to maintain the confidentiality of any non-public information thereby received, except that disclosure of such information may be made (w) to the subsidiaries or affiliates of the Arranger, the Administrative Agent and each Bank in connection with their present or prospective business relations with the Borrower Affiliated Group, (x) to prospective transferees or purchasers of an interest in the Loans, (y) as required by law, regulation, rule or order, subpoena, judicial order or similar order and (z) as may be required in connection with the examination, audit or similar investigation of the Arranger, the Administrative Agent or any Bank.

Appears in 1 contract

Samples: Credit and Term Loan Agreement (Mac-Gray Corp)

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Inspection by the Administrative Agent. The Each Borrower shall, and shall cause each other member of the Borrower Affiliated Group to, permit the Banks, through the Administrative Agent or the Administrative Agent's designee, at such any time and from time to time in the Administrative Agent's reasonable times discretion during normal regular business hours and as often as may be reasonably desired, upon reasonable advance notice to such Personnotice, to (i) visit and inspect the properties (including the Real Properties) of the Borrower and such other members of the Borrower Affiliated Group, (ii) conduct field examinations from time to time, (ii) examine and make copies of and take abstracts from the books and records of the Borrower Borrowers and such other members of the Borrower Affiliated Group, and (iiiii) discuss the affairs, finances and accounts of the Borrower Borrowers and such other members of the Borrower Affiliated Group with its appropriate officers, employees and accountants, PROVIDED provided that when an Event of Default has occurred and is continuing the Administrative Agent or any Bank may do any of the foregoing at any time during normal business hours and without reasonable advance notice. In handling such information the Administrative Agent and the Banks shall exercise the same degree of care that each exercises with respect to its own proprietary information of the same types to maintain the confidentiality of any non-public information thereby received, except that disclosure of such information may be made (w) to the subsidiaries or affiliates of the Arranger, the Administrative Agent and each Bank in connection with their present or prospective business relations with the Borrower Affiliated Group, (x) to prospective transferees or purchasers of an interest in the Loans, (y) as required by law, regulation, rule or order, subpoena, judicial order or similar order and (z) as may be required in connection with the examination, audit or similar investigation of the Arranger, the Administrative Agent or any Bank, and provided, however, that in the case of any disclosure made under clauses (w) or (x), the Person to whom such disclosure is made shall agree to be subject to the same degree of care and confidentiality required of the Administrative Agent, the Banks and their representatives hereunder.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Barnes & Noble Inc)

Inspection by the Administrative Agent. The Borrower shall, and -------------------------------------- shall cause each other member of the Borrower Affiliated Group to, permit the Banks, solely through the Administrative Agent or the Administrative Agent's designee, at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to such Person, to (i) visit and inspect the properties (including the Real Properties) of the Borrower and such other members of the Borrower Affiliated Group, (ii) Group and conduct field examinations from time to time(provided that unless a Default or Event of Default has occurred -------- and is continuing, the Administrative Agent and the Banks will not conduct more than one field examination in any fiscal year of the Borrower), (ii) examine and make copies of and take abstracts from the books and records of the Borrower and such other members of the Borrower Affiliated Group, and (iii) discuss the affairs, finances and accounts of the Borrower and such other members of the Borrower Affiliated Group with its appropriate officers, employees and accountants; provided, PROVIDED that with respect to employees and accountants, so long -------- as no Default or Event of Default has occurred and is continuing, the Borrower shall be given prior notice and the opportunity to participate in such discussions; and provided further, however, when an Event of Default has -------- ------- ------- occurred and is continuing the Administrative Agent or any Bank may do any of the foregoing at the expense of the Borrower Affiliated Group at any time during normal business hours and without advance notice. In handling such information the Administrative Agent and the Banks shall exercise the same degree of care that each exercises with respect to its own proprietary information of the same types to maintain the confidentiality of any non-public information thereby received, except that disclosure of such information may be made (w) to the subsidiaries or affiliates of the Arranger, the Administrative Agent and each Bank in connection with their present or prospective business relations with the Borrower Affiliated Group, (x) to prospective transferees or purchasers of an interest in the Loans, (y) as required by law, regulation, rule or order, subpoena, judicial order or similar order and (z) as may be required in connection with the examination, audit or similar investigation of the Arranger, the Administrative Agent or any Bank.

Appears in 1 contract

Samples: Credit and Term Loan Agreement (Wm Acquisition Inc)

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Inspection by the Administrative Agent. The Borrower shall, and shall cause each other member of the Borrower Affiliated Group to, permit the Banks, through the Administrative Agent or the Administrative Agent's ’s designee, at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to such Person, to (i) visit and inspect the properties (including the Real Properties) of the Borrower and such other members of the Borrower Affiliated Group, (ii) conduct field examinations from time to time, (iiiii) examine and make copies of and take abstracts from the books and records of the Borrower and such other members of the Borrower Affiliated Group, and (iiiiv) discuss the affairs, finances and accounts of the Borrower and such other members of the Borrower Affiliated Group with its appropriate officers, employees and accountants, PROVIDED provided that when an Event of Default has occurred and is continuing the Administrative Agent or any Bank may do any of the foregoing at any time during normal business hours and without advance notice. In handling such information the Administrative Agent and the Banks shall exercise the same degree of care that each exercises with respect to its own proprietary information of the same types to maintain the confidentiality of any non-public information thereby received, except that disclosure of such information may be made (w) to the subsidiaries or affiliates of the Arranger, the Administrative Agent and each Bank in connection with their present or prospective business relations with the Borrower Affiliated Group, (x) to prospective transferees or purchasers of an interest in the Loans, (y) as required by law, regulation, rule or order, subpoena, judicial order or similar order and (z) as may be required in connection with the examination, audit or similar investigation of the Arranger, the Administrative Agent or any Bank.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Mac-Gray Corp)

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