Common use of Inspection of Property and Books and Records Clause in Contracts

Inspection of Property and Books and Records. The Company shall maintain, and shall cause each of its Subsidiaries and each Permitted Partnership to maintain, proper books of record and account in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiaries and Permitted Partnerships. The Company shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership to permit, representatives of the Administrative Agent or any Bank to visit and inspect any of their respective Properties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers and independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided, however, that when an Event of Default exists the Administrative Agent or any Bank may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenants.

Inspection of Property and Books and Records. The Company shall maintainBorrowers shall, and shall cause each of its their respective Subsidiaries and each Permitted Partnership to maintainto, maintain proper books of record and account account, in which full, true and correct entries in order to permit the preparation of US Borrower's consolidated financial statements in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of US Borrower and the Company and such Subsidiaries and Permitted PartnershipsSubsidiaries. The Company shall permitBorrowers shall, and shall cause each of its their respective Subsidiaries to, permit representatives and each Permitted Partnership to permit, representatives independent contractors of the Administrative Agent or any Bank Lender to visit and inspect any of their respective Propertiesproperties or assets, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountantsaccountants (provided that officers of a Borrower or such Subsidiary are offered the reasonable opportunity to be present at such discussion), all at the expense of the Company Borrowers (which shall include all internal or outside legal it being understood that travel and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks Agents and the Lenders in connection with any such inspection, but therewith shall not include be for the Administrative Agent's or any Bank's normal overhead or employee costs account of administering the LoansBorrowers) and at such reasonable times and intervals during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the CompanyBorrowers or to the applicable Subsidiary and in connection with commercially reasonable informational needs of the Administrative Agent or any Lender; provided, however, that when an Event of Default or emergency exists the Administrative Agent or any Bank Lender may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenantsnotice in a commercially reasonable manner.

Inspection of Property and Books and Records. The Company shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to maintain, maintain proper books of record and account account, in which full, true and correct entries sufficient to prepare financial statements in conformity with GAAP GAAP, or applicable accounting procedures related to Foreign Subsidiaries, consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiaries and Permitted PartnershipsSubsidiary. The Company shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership Specified Subsidiary to permit, representatives and independent contractors of the Administrative Agent or and representatives of any Bank to visit and inspect any of their respective Propertiesproperties, to examine their respective corporateorganizational, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers and officers, and, in the presence of the Company if the Company shall so request, independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by such Bank or, if applicable, the Administrative Agent (or any at the expense of the Banks Company if (a) an Event of Default exists or (b) in connection with any such inspection, but shall not include the case of the Administrative Agent's , the Required Banks have requested such visit, inspection, examination, copying or any Bank's normal overhead or employee costs of administering the Loansdiscussion) and at such reasonable times during normal business hours and as often as may be reasonably desiredhours, upon reasonable advance notice to the CompanyCompany and on only one occasion during any fiscal year; provided, however, provided that when an Event of Default exists exists, the Administrative Agent or any Bank may do any of the foregoing at the expense of the Company at any time during normal business hours hours, as often as may be reasonably desired and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenants.

Inspection of Property and Books and Records. The Company Each Credit Party shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP (or in the case of Foreign Subsidiaries, standard acceptable accounting practices as in effect in the country where such Person is organized) consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiaries and Permitted PartnershipsPerson. The Company shall permitSuch Credit Party shall, and shall cause each of its Subsidiaries and to, with respect to each Permitted Partnership to permitowned, representatives of the Administrative Agent leased, or any Bank to visit and inspect any of their respective Propertiescontrolled property, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers and independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided, however, that when (unless an Event of Default exists shall have occurred and be continuing, in which event no notice shall be required and the Administrative Agent or any Bank may do any of the foregoing at the expense of the Company shall have access at any time and all times during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with continuance thereof): (a) provide access to such property to the performance by Agent and any of its Related Persons, as frequently as the Company's employees of their duties or Agent reasonably determines to be appropriate; (b) permit the occupancy of Agent and any of its Related Persons to inspect, audit and make extracts and copies (or take originals if reasonably necessary) from all of such Credit Party’s books and records; and (c) permit the Company's tenantsAgent to inspect, review, evaluate and make physical verifications and appraisals of the inventory and other Collateral in any manner and through any medium that the Agent considers advisable, in each instance, at the Credit Parties’ expense provided the Credit Parties shall not be responsible for costs and expenses more than three (3) times per year unless an Event of Default has occurred and is continuing. Any Lender may accompany the Agent in connection with any inspection at such Lender’s expense.

Inspection of Property and Books and Records. The Company shall maintainObligors shall, and shall cause each of its Subsidiaries and each Permitted Partnership to maintainSubsidiary to, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied all material respects shall be made of all financial transactions and matters involving the assets and business of the Company such Obligor and such Subsidiaries Subsidiary to permit the preparation of such Persons’ financial statements required by Section 6.01 in accordance with GAAP, SAP or UK GAAP, as applicable. Not more than once per Fiscal Year, the Obligors shall permit representatives and Permitted Partnerships. The Company shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership to permit, representatives independent contractors of the Administrative Agent or any Bank its designees to visit and inspect any of their respective Propertiesproperties at which their principal books and records are kept, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directorssenior management, officers and independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desiredhours, upon reasonable advance notice to the CompanyBorrower Representative; provided, however, provided that (i) members of senior management will be notified and permitted to be present during any such meetings; (ii) when an Event of Default exists the Administrative Agent or any Bank Lender (through coordination with and accompanying the Agent) may do any of the foregoing at the expense of the Company as often as requested at any time during normal business hours and without upon reasonable advance notice. No actions by ; (iii) the Administrative Agent or any Bank pursuant Borrowers shall not be required to reimburse the costs of more than one such visit per Fiscal Year, except during the existence of an Event of Default and (iv) notwithstanding anything to the contrary contained herein, this Section 6.9 6.09 shall unreasonably interfere with (a) be subject to the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenantsInformation Restrictions.

Inspection of Property and Books and Records. The Company shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiaries and Permitted PartnershipsSubsidiaries. The Company shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to permit, representatives and independent contractors of the Administrative Agent or any Bank to visit and inspect any of their respective Propertiesproperties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers, and (unless there exists an Event of Default, in the presence of one or more officers and of the Company, which persons the Company agrees to make available) independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided, however, provided that when an Event of Default exists exists, the Administrative Agent or any Bank may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice. No actions by , and provided further that neither the Administrative Agent nor any Bank shall be entitled to examine, copy or make extracts from, or otherwise obtain information with respect to the Company’s or any Bank pursuant Subsidiary’s records relating to this Section 6.9 shall unreasonably interfere with (a) the performance pending or threatened litigation if any such disclosure by the Company's employees of their duties or (b) the occupancy Company would reasonably be expected to give rise to a waiver of any attorney/client privilege of the Company's tenantsCompany or any of its Subsidiaries or Affiliates relating to such information.

Inspection of Property and Books and Records. The Company Borrower shall maintain, and shall cause each of its Subsidiaries and each Permitted Partnership to maintain, proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company Borrower and such Subsidiaries and Permitted PartnershipsSubsidiaries. The Company Borrower shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership to permit, representatives and independent contractors of the Administrative Agent (at the expense of the Borrower, provided that Borrower shall be responsible for such expenses not more than one (1) time per year unless an Event of Default has occurred and is continuing), or any Bank Lender accompanying Agent (at such Lender's expense unless an Event of Default shall have occurred and be continuing), to visit and inspect any of their respective Properties, to conduct appraisals, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountants (Borrower shall be afforded the opportunity to be present at any meeting with Borrower's independent public accountants), all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the CompanyBorrower; provided, however, that when an Event of Default exists the Administrative Agent or any Bank Lender may do any of the foregoing at the expense of the Company Borrower at any time during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenants.

Inspection of Property and Books and Records. The Company Borrower shall maintain, and shall cause each of its Subsidiaries and each Permitted Partnership to maintain, proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company Borrower and such Subsidiaries and Permitted PartnershipsSubsidiary. The Company Borrower shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to permit, representatives and independent contractors of the Administrative Agent or any Bank and the Lenders to visit and inspect any of their respective Propertiesproperties, to examine their respective the Borrower's and each of its Subsidiaries' corporate, financial and operating records, and to make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountants, all at the expense of the Company (which shall include all internal or outside legal Borrower for the first four such visits and other consultant fees and other out-of-pocket expenses incurred inspections by the Administrative Agent or in any of the Banks in connection with any such inspectioncalendar year, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the CompanyBorrower; provided, however, that when an Event of Default exists exists, (i) the Administrative Agent or any Bank may do any of the foregoing without any limitation as to the frequency thereof at the expense of the Company Borrower at any time during normal business hours and without advance notice and (ii) any Lender may do any of the foregoing with reasonable frequency at the expense of the Borrower at any time during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenants.

Inspection of Property and Books and Records. The Company Lessee shall maintain, maintain and shall cause each of its Significant Subsidiaries and each Permitted Partnership to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company and Lessee or such Subsidiaries and Permitted PartnershipsSignificant Subsidiary. The Company Lessee shall permit, and shall cause each of its Significant Subsidiaries and each Permitted Partnership to permit, representatives and independent contractors of the Administrative Agent or any Bank Participant to visit and inspect any of their respective Propertiesproperties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountants, accountants all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) Lessee and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the CompanyLessee; provided, however, that (i) unless a Lease Event of Default shall have occurred and be continuing or following exercise of the Sale Option, (A) Lessee shall be responsible under this Section 5.1(i) for the costs and expenses of Agent only, and (B) all inspections, visits, examinations and other actions permitted or authorized hereunder shall be coordinated only through Lessee, and (ii) when an a Lease Event of Default exists or following exercise of the Administrative Sale Option Agent or any Bank Participant may do make any of the foregoing visit, inspection or examination or take any other action authorized hereunder at the expense of the Company Lessee at any time during normal business hours hours, without advance notice and without advance notice. No actions by the Administrative Agent or any Bank pursuant being subject to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenantsother restrictions described in clause (i).

Inspection of Property and Books and Records. The Company shall maintainSpecified Loan Parties shall, and shall cause each of its Subsidiaries and each Permitted Partnership to maintainRestricted Subsidiary to, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied all material respects shall be made of all financial transactions and matters involving the assets and business of the Company such Specified Loan Party and such Subsidiaries Restricted Subsidiary to permit the preparation of such Persons’ financial statements required by Section 6.01 in accordance with GAAP or SAP, as applicable. Not more than once per Fiscal Year, the Specified Loan Parties shall permit representatives and Permitted Partnerships. The Company shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership to permit, representatives independent contractors of the Administrative Agent or any Bank its designees to visit and inspect any of their respective Propertiesproperties at which their principal books and records are kept, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directorssenior management, officers and independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desiredhours, upon reasonable advance notice to the CompanyBorrower; provided, however, provided that (i) members of senior management will be notified and permitted to be present during any such meetings; (ii) when an Event of Default exists the Administrative Agent or any Bank Lender (through coordination with and accompanying the Agent) may do any of the foregoing at the expense of the Company as often as requested at any time during normal business hours and without upon reasonable advance notice. No actions by ; (iii) the Administrative Agent or any Bank pursuant Borrower shall not be required to reimburse the costs of more than one such visit per Fiscal Year, except during the existence of an Event of Default and (iv) notwithstanding anything to the contrary contained herein, this Section 6.9 6.09 shall unreasonably interfere with (a) be subject to the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenantsInformation Restrictions.

Inspection of Property and Books and Records. The Company Borrower shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company Borrower and such Subsidiaries Subsidiary; provided, however, that the books of record and Permitted Partnershipsaccount for any newly acquired Subsidiary organized under a jurisdiction outside of the United States, its possessions and territories shall not be required to be kept in accordance with GAAP until 12 months after the Acquisition of such Subsidiary by the Borrower. The Company Subject to the requirements set forth in SECTION 12.10, the Borrower shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to permit, representatives and independent contractors of the Administrative Agent or any Bank Lender to visit and inspect any of their respective Propertiesproperties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directorsofficers, officers and independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) Borrower and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the CompanyBorrower; providedPROVIDED, howeverHOWEVER, that when an Event of Default exists the Administrative Agent or any Bank Lender (A) may do any of the foregoing at the expense of the Company Borrower at any time during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with notice and (aB) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenantsmay directly contact directors.

Inspection of Property and Books and Records. The Company shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiaries and Permitted PartnershipsSubsidiaries. The Company shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership to permit, representatives and independent contractors of the Administrative Agent or any Bank Purchasers (at the expense of the Company; provided that (a) if York Street is the holder a majority of the aggregate outstanding principal amount of the Notes, the Company shall be responsible for such expenses not more than one (1) time per year for each Purchaser and (b) if York Street is not the holder of a majority of the aggregate outstanding principal amount of the Notes, the Company shall be responsible for such expenses not more than one (1) time per year for all Purchasers as a single group, in each case, unless an Event of Default has occurred and is continuing), to visit and inspect any of their respective Properties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Company; and provided, further, however, that when an Event of Default exists the Administrative Agent or any Bank Purchasers may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenants.

Inspection of Property and Books and Records. The Company shall maintain(a) Holdings shall, and shall cause each of its Subsidiaries and each Permitted Partnership to maintainSubsidiary to, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company Holdings and such Subsidiaries and Permitted PartnershipsSubsidiary. The Company Holdings shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to permit, representatives and independent contractors of the Administrative Agent or any Bank to visit and inspect any of their respective Propertiesproperties, to examine their respective corporate, financial financial, operating and operating other records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountants, all at the expense of Holdings and the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the CompanyHoldings; provided, however, that when an Event of Default exists the Administrative Agent or any Bank may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice. No actions by ; (b) Without limiting the Administrative generality of subsection 7.10(a), as frequently as the Majority Banks may deem appropriate, each of Holdings and the Company will provide Agent or any Bank pursuant its designee access to this Section 6.9 shall unreasonably interfere with (a) the performance by Holdings' and the Company's employees records and premises and allow such auditors or appraisers to conduct audits of their duties or (b) Holdings' and its Subsidiaries' accounts, including Accounts and Inventory. Holdings shall pay all reasonable fees and expenses of one such audit in any 12-month period; provided, however, that during the occupancy existence of any Event of the Company's tenantsDefault, Holdings shall pay all reasonable fees and expenses of each such audit.

Inspection of Property and Books and Records. The Company Borrower shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company Borrower and such Subsidiaries and Permitted Partnershipsits Subsidiaries. The Company Borrower shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership to permit, : (i) representatives and independent contractors of the Administrative Agent or any Bank to visit and inspect any of their respective PropertiesProperty, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountants; PROVIDED, all at the expense that (a) if no Event of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with Default exists, any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) visits and at such reasonable times inspections may only occur during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to and the Company; providednumber of such visits and inspections combined shall not exceed more than one (1) time per year, however, that when an and (b) if any Event of Default exists the Administrative Agent or exists, any Bank such visits and inspections may occur at any time during normal business hours and without advance notice; and (ii) representatives and independent contractors of any Lender to do any of the foregoing at during the expense existence of the Company any Event of Default and, in any such case described in this clause (ii), any such visits and inspections may occur at any time during normal business hours and without advance notice. No All actions permitted to be taken by the Administrative Agent or and any Bank pursuant to Lender under this Section 6.9 4.9 shall unreasonably interfere with (a) be at the performance by the Company's employees of their duties or (b) the occupancy of any sole cost and expense of the Company's tenantsBorrower.

Inspection of Property and Books and Records. The Company shall maintainBorrowers shall, and shall cause each of its their respective Subsidiaries and each Permitted Partnership to maintainto, maintain proper books of record and account account, in which full, true and correct entries in order to permit the preparation of US Borrower's consolidated financial statements in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of US Borrower and the Company and such Subsidiaries and Permitted PartnershipsSubsidiaries. The Company shall permitBorrowers shall, and shall cause each of its their respective Subsidiaries to, permit representatives and each Permitted Partnership to permit, representatives independent contractors of the Administrative Agent or any Bank Lender to visit and inspect any of their respective Propertiesproperties or assets, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountantsaccountants (provided that officers of a Borrower or such Subsidiary are offered the reasonable opportunity to be present at such discussion), all at the expense of the Company Borrowers (which shall include all internal or outside legal it being understood that travel and other consultant fees and other out-of-of- pocket expenses incurred by the Administrative Agent or any of the Banks Agents and the Lenders in connection with any such inspection, but therewith shall not include be for the Administrative Agent's or any Bank's normal overhead or employee costs account of administering the LoansBorrowers) and at such reasonable times and intervals during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the CompanyBorrowers or to the applicable Subsidiary and in connection with commercially reasonable informational needs of the Administrative Agent or any Lender; provided, however, that when an Event of Default or emergency exists the Administrative Agent or any Bank Lender may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice. No actions by the Administrative Agent or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees of their duties or (b) the occupancy of any of the Company's tenantsnotice in a commercially reasonable manner.

Inspection of Property and Books and Records. The Company Each Loan Party shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company such Loan Party and such Subsidiaries and Permitted Partnershipsits Subsidiaries. The Company shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to permit, representatives and independent contractors of the Administrative Agent or any Bank (at their own expense), to visit and inspect any of their respective Propertiesproperties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers, and (unless there exists an Event of Default, in the presence of one or more officers and of the Company, which persons the Company agrees to make available) independent public accountants, all at the expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided, however, : provided that when if an Event of Default exists has occurred and is continuing, the Administrative Agent or any Bank may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice. No actions by , and provided further that neither the Administrative Agent nor any Bank shall be entitled to examine, copy or make extracts from, or otherwise obtain information with respect to the Company’s or any Bank pursuant Subsidiary’s records relating to this Section 6.9 shall unreasonably interfere with (a) the performance pending or threatened litigation if any such disclosure by the Company's employees of their duties or (b) the occupancy Company would reasonably be expected to give rise to a waiver of any 38 attorney/client privilege of the Company's tenantsCompany or any of its Subsidiaries or Affiliates relating to such information.

Inspection of Property and Books and Records. The Company Borrower shall maintain, maintain and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to maintain, maintain proper books of record and account account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions 55 and matters involving the assets and business of the Company Borrower and such Subsidiaries and Permitted PartnershipsSubsidiary. The Company Borrower shall permit, and shall cause each of its Subsidiaries and each Permitted Partnership Subsidiary to permit, in each case no more frequently than annually prior to the occurrence of an Event of Default, representatives and independent contractors (which, in the case of any auditing personnel, shall be employees of a nationally recognized accounting firm) of the Administrative Agent or any Bank who execute and deliver to the Borrower a confidentiality agreement consistent with Section 10.9 hereof to visit and inspect any of their respective Propertiesproperties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers officers, and independent public accountants, all at the reasonable expense of the Company (which shall include all internal or outside legal and other consultant fees and other out-of-pocket expenses incurred by the Administrative Agent or any of the Banks in connection with any such inspection, but shall not include the Administrative Agent's or any Bank's normal overhead or employee costs of administering the Loans) Borrower and at such reasonable times during normal business hours and as often as may be reasonably desiredhours, upon reasonable advance notice to the CompanyBorrower; provided, however, that when an Event of Default exists the Administrative Agent or any Bank Lender may do any of the foregoing at the expense of the Company Borrower at any time during normal business hours and without advance notice. No actions ; provided, further however, that such inspections shall be permitted with such frequency as may reasonably be desired by the Administrative Agent on and after the occurrence of a Default or any Bank pursuant to this Section 6.9 shall unreasonably interfere with (a) the performance by the Company's employees an Event of their duties or (b) the occupancy of any of the Company's tenantsDefault.