Common use of Inspection of Properties and Books Clause in Contracts

Inspection of Properties and Books. Upon reasonable prior notice, Borrower shall permit Lender, or any representative designated by Lender, (at Borrower’s expense) to visit and inspect the Collateral Property or any of Borrower’s or Owner’s offices, to examine the books of account of Borrower and Owner (and to make copies thereof and extracts therefrom) and to discuss the affairs, finances and accounts of Borrower and Owner with, and to be advised as to the same by, Borrower’s or Owner’s officers, all at such reasonable times and intervals as Lender may reasonably request. Lender shall use good faith efforts to coordinate such visits and inspections so as to minimize the interference with and disruption to Borrower’s and Owner’s activities at the Collateral Property. Borrower will cooperate and will cause its agents and contractors to cooperate to give Lender and its consultants full access to the Collateral Property. All inspections by Lender and its consultants shall be for the sole benefit of Lender for its loan administration purposes only. Neither Lender nor its consultants assumes any liability to Borrower, Owner or any other Person by reason of Lender’s or its consultant’s inspections. Neither Borrower nor any other Person may rely on Lender’s inspections for any purpose (including stage of completion, adequacy or workmanship, compliance with governmental approvals and covenants, conditions and restrictions, conformance with the Plans, Project Documents, or other matters related to design, construction and operation). Lender’s inspection of an item shall not result in any waiver of Lender’s rights in the event such item does not conform with this Agreement. Borrower shall keep, and shall cause Owner to keep, books and records fairly reflecting all of their business affairs and transactions.

Inspection of Properties and Books. Upon reasonable prior notice, Borrower shall permit Lender, or any representative designated by Lender, (at Borrower’s expense) to visit and inspect the Collateral Property or any of Borrower’s or Owner’s offices, to examine the books of account of Borrower and Owner (and to make copies thereof and extracts therefrom) and to discuss the affairs, finances and accounts of Borrower and Owner with, and to be advised as to the same by, Borrower’s or Owner’s officers, all at such reasonable times and intervals as Lender may reasonably request. Lender shall use good faith efforts to coordinate such visits and inspections so as to minimize the interference with and disruption to Borrower’s and Owner’s activities at the Collateral Property. Borrower will cooperate and will cause its agents and contractors to cooperate to give Lender and its consultants full access to the Collateral Property. All inspections by Lender and its consultants shall be for the sole benefit of Lender for its loan administration purposes only. Neither Lender nor its consultants assumes any liability to Borrower, Owner Borrower or any other Person by reason of Lender’s or its consultant’s inspections. Neither Borrower nor any other Person may rely on Lender’s inspections for any purpose (including stage of completion, adequacy or workmanship, compliance with governmental approvals and covenants, conditions and restrictions, conformance with the Plans, Project Documents, or other matters related to design, construction and operation). Lender’s inspection of an item shall not result in any waiver of Lender’s rights in the event such item does not conform with this Agreement. Borrower shall keep, and shall cause Owner to keep, keep books and records fairly reflecting all of their its business affairs and transactions.

Inspection of Properties and Books. Upon reasonable prior notice, Borrower Seller shall permit Lenderauthorized representatives of Purchaser to (i) discuss the business, operations, assets and financial condition of Seller and Seller’s Subsidiaries with their officers and employees and to examine their books of account, records, reports and other papers and make copies or any representative designated by Lenderextracts thereof, (at Borrowerii) inspect Seller’s expense) Mortgage Files and Servicing Files relating to visit Mortgage Loans that are subject to Participation Certificates and inspect the Collateral Property or any of Borrower’s or Owner’s offices, to examine the books of account of Borrower all related information and Owner (and to make copies thereof and extracts therefrom) and to discuss the affairs, finances and accounts of Borrower and Owner withreports, and (iii) audit Seller’s operations to be advised as to ensure compliance with the same byterms of the Program Documents, Borrower’s or Owner’s officersthe GLB Act and other privacy laws and regulations, all at such reasonable times and intervals as Lender Purchaser may reasonably request. Lender Unless a Potential Servicing Termination Event or a Servicing Termination Event has occurred and is continuing (in which event Purchaser shall use good faith efforts have no obligation whatsoever to coordinate give Seller advance notice), Purchaser will give Seller reasonable advance notice of each such visits audit, inspection or visit. Seller shall reimburse Purchaser for out-of-pocket expenses reasonably incurred in connection with only one such audit, inspection or visit during any twelve (12) month period, and inspections so as for out-of-pocket expenses reasonably incurred in connection with each such audit, inspection or visit, if any, undertaken when a Potential Servicing Termination Event or a Servicing Termination Event exists. Seller will provide its accountants with a photocopy of this Agreement promptly after Purchaser notifies Seller that Purchaser wishes to minimize discuss the interference financial condition or affairs of Seller and Seller’s Subsidiaries with and disruption to Borrower’s and Owner’s activities at the Collateral Property. Borrower will cooperate such accountants and will cause instruct its agents accountants to answer candidly any and contractors all questions that the officers of Purchaser or any authorized representatives of Purchaser may address to cooperate to give Lender and its consultants full access them in reference to the Collateral Propertyfinancial condition or affairs of Seller and Seller’s Subsidiaries. All inspections by Lender and Seller may have its consultants shall be for representatives in attendance at any meetings between the sole benefit of Lender for its loan administration purposes only. Neither Lender nor its consultants assumes any liability to Borrower, Owner or any other Person by reason of Lender’s or its consultant’s inspections. Neither Borrower nor any other Person may rely on Lender’s inspections for any purpose (including stage of completion, adequacy or workmanship, compliance with governmental approvals and covenants, conditions and restrictions, conformance with the Plans, Project Documents, officers or other matters related to design, construction representatives of Purchaser and operation). LenderSeller’s inspection of an item shall not result accountants held in any waiver of Lender’s rights in the event such item does not conform accordance with this Agreement. Borrower shall keep, and shall cause Owner to keep, books and records fairly reflecting all of their business affairs and transactionsauthorization.

Inspection of Properties and Books. Upon reasonable prior notice, Borrower shall permit Lender, or any representative designated by Lender, (at Borrower’s expenseexpense during the existence of an Event of Default) to visit and inspect the Collateral Property or any of Borrower’s or Owner’s offices, to examine the books of account of Borrower and Owner (and to make copies thereof and extracts therefrom) and to discuss the affairs, finances and accounts of Borrower and Owner with, and to be advised as to the same by, Borrower’s or Owner’s officers, all at such reasonable times and intervals as Lender may reasonably request. Lender shall use good faith efforts to coordinate such visits and inspections so as to minimize the interference with and disruption to Borrower’s and Owner’s activities at the Collateral Property. Borrower will cooperate and will cause its agents and contractors to cooperate to give Lender and its consultants full access to the Collateral Property. All inspections by Lender and its consultants shall be for the sole benefit of Lender for its loan administration purposes only. Neither Lender nor its consultants assumes any liability to Borrower, Owner or any other Person by reason of Lender’s or its consultant’s inspections. Neither Borrower nor any other Person may rely on Lender’s inspections for any purpose (including stage of completion, adequacy or workmanship, compliance with governmental approvals and covenants, conditions and restrictions, conformance with the Plans, Project Documents, or other matters related to design, construction and operation). Lender’s inspection of an item shall not result in any waiver of Lender’s rights in the event such item does not conform with this Agreement. Borrower shall keep, and shall cause Owner to keep, books and records fairly reflecting all of their business affairs and transactions.

Inspection of Properties and Books. Upon reasonable prior noticeProtection of Seller’s Proprietary Information; Buyers’ Due Diligence of Seller. (a) The Seller agrees to permit the Agent and the Buyers, Borrower shall permit Lender, or any representative designated by Lender, (at Borrower’s expense) subject to visit and inspect the Collateral Property or any provisions of Borrower’s or Owner’s officesSection 24.6, to examine perform continuing loan level due diligence reviews with respect to the books Purchased Loans, for purposes of account of Borrower verifying compliance with the representations, warranties and Owner specifications made in this Agreement or otherwise, and the Seller agrees that upon three (3) Business Days prior notice to the Seller, the Agent or their authorized representatives will be permitted timely and reasonable access to examine, inspect, and make copies thereof and extracts therefromof the related mortgage loan files and any and all documents, records, agreements, instruments or information relating to such Purchased Loans in the possession or under the control of the Seller, any Servicer or the Custodian. The Seller also shall make available to the Agent a knowledgeable financial or accounting officer for the purpose of answering questions respecting the mortgage loan files and the Purchased Loans. Without limiting the generality of the foregoing, the Seller acknowledges that the Buyers may purchase Eligible Loans from the Seller based solely upon the information provided by the Seller to the Agent in the Mortgage Loan Transmission File and the representations, warranties and covenants contained in this Agreement, and that the Agent and the Buyers, at their option, have the right at any time upon three (3) Business Days prior notice to the Seller to conduct a partial or complete due diligence review on some or all of the Purchased Loans prior to or following their purchase in a Transaction, including ordering new credit reports and new appraisals on any property securing any Purchased Loan and otherwise re-generating the information used to discuss originate such Purchased Loan. Notwithstanding any provision to the affairscontrary herein regarding three (3) Business Days prior notice to the Seller, finances if an Event of Default shall have occurred and accounts be continuing, then the Agent, upon notice to the Seller, shall have the right to immediate access and review of Borrower the Seller and Owner withthe loan information contemplated in this Section 16.7(a), provided that to the extent that the Seller does not have possession of such loan information, the Seller shall cause the applicable Servicer or subservicer to provide the Agent and the Buyers with access and review of such loan information within a reasonable period of time, but not to exceed any prior notification time provided under the related Servicing Agreement with such Servicer or subservicer. The Agent may conduct the due diligence review of such Purchased Loans itself or engage a third party underwriter selected by the Agent to perform such review. The Seller agrees to, and to be advised as cause any relevant Servicer and its subservicer to, reasonably cooperate with the Agent and any third party underwriter in connection with such due diligence review, including providing the Agent and any third party underwriter with access to any and all documents, records, agreements, instruments or information relating to such Purchased Loans in the same bypossession, Borrower’s or Owner’s officersunder the control, of the Seller, such Servicer and such subservicer. The Seller agrees to pay all at such reasonable times out-of-pocket costs and intervals as Lender may reasonably request. Lender shall use good faith efforts expenses of the Agent in connection with up to coordinate such two (2) inspections, visits and inspections so as reviews under this Section 16.7(a) per calendar year, unless a Default or Event of Default has occurred and is continuing, in which case all such costs and expenses of the Agent and any Buyer incurred in the exercise of their rights pursuant to minimize the interference with and disruption to Borrower’s and Owner’s activities at the Collateral Property. Borrower will cooperate and will cause its agents and contractors to cooperate to give Lender and its consultants full access to the Collateral Property. All inspections by Lender and its consultants this Section 16.7(a) shall be for paid by the sole benefit of Lender for its loan administration purposes onlySeller. Neither Lender nor its consultants assumes any liability to Borrower, Owner or any other Person Such visits shall be coordinated by reason of Lender’s or its consultant’s inspectionsthe Agent. Neither Borrower nor any other Person may rely on Lender’s inspections for any purpose (including stage of completion, adequacy or workmanship, compliance with governmental approvals and covenants, conditions and restrictions, conformance with the Plans, Project Documents, or other matters related to design, construction and operation). Lender’s inspection of an item shall not result in any waiver of Lender’s rights in the event such item does not conform with this Agreement. Borrower shall keep, and shall cause Owner to keep, books and records fairly reflecting all of their business affairs and transactions.72 Bodman_16842095_7

Inspection of Properties and Books. Upon reasonable prior notice, Borrower Seller shall permit Lenderauthorized representatives of Purchaser to (i) discuss the business, operations, assets and financial condition of Seller and Seller’s Subsidiaries with their officers and employees and to examine their books of account, records, reports and other papers and make copies or any representative designated by Lenderextracts thereof, (at Borrowerii) inspect Seller’s expense) Mortgage Files and Servicing Files relating to visit Mortgage Loans that are subject to Participation Certificates and inspect the Collateral Property or any of Borrower’s or Owner’s offices, to examine the books of account of Borrower all related information and Owner (and to make copies thereof and extracts therefrom) and to discuss the affairs, finances and accounts of Borrower and Owner withreports, and (iii) audit Seller’s operations to be advised as to ensure compliance with the same byterms of the Program Documents, Borrower’s or Owner’s officersthe GLB Act and other privacy laws and regulations, all at such reasonable times and intervals as Lender Purchaser may reasonably request. Lender Unless a Potential Servicing Termination Event or a Servicing Termination Event has occurred and is continuing (in which event Purchaser shall use good faith efforts have no obligation whatsoever to coordinate give Seller advance notice), Purchaser will give Seller reasonable advance notice of each such visits audit, inspection or visit. Seller shall reimburse Purchaser for out-of-pocket expenses reasonably incurred in connection with only one such audit, inspection or visit during any twelve (12) month period, and inspections so as for out-of-pocket expenses reasonably incurred in connection with each such audit, inspection or visit, if any, undertaken when a Potential Servicing Termination Event or a Servicing Termination Event exists. Seller will provide its accountants with a photocopy of this Agreement promptly after Purchaser notifies Seller that Purchaser wishes to minimize discuss the interference financial condition or affairs of Seller and Seller’s Subsidiaries with and disruption to Borrower’s and Owner’s activities at the Collateral Property. Borrower will cooperate such accountants and will cause instruct its agents accountants to answer candidly any and contractors all questions that the officers of Purchaser or any authorized representatives of Purchaser may address to cooperate to give Lender and its consultants full access them in reference to the Collateral Propertyfinancial condition or affairs of Seller and Seller’s Subsidiaries. All inspections by Lender Seller may have its representatives in attendance at any meetings between the officers or LEGAL02/39826520v2 other representatives of Purchaser and its consultants shall be for the sole benefit of Lender for its loan administration purposes only. Neither Lender nor its consultants assumes any liability to Borrower, Owner or any other Person by reason of LenderSeller’s or its consultant’s inspections. Neither Borrower nor any other Person may rely on Lender’s inspections for any purpose (including stage of completion, adequacy or workmanship, compliance with governmental approvals and covenants, conditions and restrictions, conformance with the Plans, Project Documents, or other matters related to design, construction and operation). Lender’s inspection of an item shall not result accountants held in any waiver of Lender’s rights in the event such item does not conform accordance with this Agreement. Borrower shall keep, and shall cause Owner to keep, books and records fairly reflecting all of their business affairs and transactionsauthorization.