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

Inspection of Property and Books and Records. The Company shall, and shall cause each Subsidiary to, maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the Company shall permit, and shall cause each Subsidiary to permit, representatives and independent contractors of the Agent or its designees, at the Company’s expense, 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 such reasonable times during normal business hours, upon reasonable advance notice to the Company; provided that members of senior management will be notified and permitted to be present during any such meetings; and provided, further, that when an Event of Default exists the Agent or any Lender (through coordination with the Agent) may do any of the foregoing at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company and each Guarantor shall, and shall cause each Subsidiary of its respective Subsidiaries to, maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. Unless an Event of Default has occurred The Company and is continuing, not more than once per fiscal year, the Company each Guarantor shall permit, and shall cause each Subsidiary to permit, permit representatives and independent contractors of the Administrative Agent or its designees, at the Company’s expense, any 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 managers, directors, officers, and independent public accountants, all at the expense of the Company and at such reasonable times during normal business hourshours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided that members of senior management will be notified and permitted to be present during provided, however, that, excluding any such meetingsvisits and inspections during the continuance of an Event of Default, only the Administrative Agent, on behalf of the Lenders, may exercise the rights under this Section 7.10 and such exercise shall not occur more frequently than once per fiscal year; and provided, provided further, that however, when an Event of Default exists the Administrative Agent or any Lender (through coordination with the Agent) may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, and shall cause each Restricted Subsidiary to, maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Restricted Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the The Company shall permit, and shall cause each Restricted Subsidiary to permit, representatives and independent contractors of the Agent or its designees, at the Company’s expense, 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 such reasonable times during normal business hours, upon reasonable advance notice to the Company; provided that (x) members of senior management will be notified and permitted to be present during any such meetings; (y) unless an Event of Default has occurred and providedis continuing, further, that not more than one such visit per Fiscal Year shall be permitted; and (z) when an Event of Default exists the Agent or any Lender (through coordination with the Agent) may do any of the foregoing at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, shall maintain and shall cause each Subsidiary to, to maintain proper books of record and account, in which full, true and correct entries in all material respects sufficient to prepare financial statements in conformity with GAAP GAAP, or SAPapplicable accounting procedures related to Foreign Subsidiaries, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the The Company shall permit, and shall cause each Specified Subsidiary to permit, representatives and independent contractors of the Administrative Agent or its designees, at the Company’s expense, and representatives of any Lender to visit and inspect any of their respective properties, 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 and, in the presence of the Company if the Company shall so request, independent public accountants, all at the expense of such Lender or, if applicable, the Administrative Agent and at such reasonable times during normal business hours, upon reasonable advance notice to the CompanyCompany and on only one occasion during any fiscal year; provided that members of senior management will be notified and permitted to be present during any such meetings; and providedwhen a Default exists, further, that when an Event of Default exists the Administrative Agent or any Lender (through coordination with the Agent) 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; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, Borrowers shall maintain and shall cause each Subsidiary to, of their Subsidiaries to maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company Borrowers and such SubsidiarySubsidiaries. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the Company Borrowers shall permit, and shall cause each Subsidiary of their Subsidiaries to permit, representatives and independent contractors of the Administrative Agent or its designeesany Lender, at the Company’s expense, upon reasonable request to visit (during normal business hours), in the presence of a representative of Borrowers to inspect and inspect have reasonable access to any of their respective propertiesProperties and premises, 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 accountantsaccountants and other professional representatives, all at the expense of Borrowers and at such reasonable times during normal business hourshours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided that members of senior management will be notified and permitted Borrowers including, without limitation, semi-annual inspections to be present during any such meetingsconducted by a representative of the Lenders; and provided, furtherhowever, that when an Event of Default exists the Administrative Agent or any Lender (through coordination with the Agent) may do any of the foregoing at the expense of Borrowers at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, and shall cause each Subsidiary to, maintain proper books of record and account, in which full, true and correct entries in all material respects sufficient to permit the preparation of financial statements in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the The Company shall permit, and shall cause each Material Subsidiary to permit, representatives and independent contractors of the Administrative Agent or its designees, at the Company’s expense, and representatives of any Lender to visit and inspect any of their respective properties, 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, officersofficers and, and in the presence of the Company if the Company shall so request, independent public accountants, all at the expense of such Lender or the Administrative Agent (or at the expense of the Company if an Event of Default exists) and at such reasonable times during normal business hours, upon reasonable advance notice to the CompanyCompany and on only one occasion during any fiscal year; provided that members of senior management will be notified and permitted to be present during any such meetings; and provided, further, that when an Event of Default exists exists, the Administrative Agent or any Lender (through coordination with the Agent) 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; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, and shall cause each Subsidiary to, maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the Company shall permit, and shall cause each Subsidiary to permit, representatives and independent contractors of the Agent or its designees, at the Company’s expense, 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 such reasonable times during normal business hours, upon reasonable advance notice to the Company; provided that members of senior management will be notified and permitted to be present during any such meetings; and provided, further, provided further that when an Event of Default exists the Agent or any Lender (through coordination with the Agent) may do any of the foregoing at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shallshall maintain, and shall cause each Subsidiary toto maintain, maintain proper books of record and account, in which full, true and correct entries in all material respects account sufficient to permit the preparation of consolidated financial statements in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such SubsidiaryGAAP. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the The Company shall permit, and shall cause each Material Subsidiary to permit, representatives and independent contractors of the Agent or its designees, at the Company’s expense, any Lender 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 such reasonable times during normal business hourshours and as often as may be reasonably desired, upon reasonable advance notice to the Company, all at the expense of such Lender or, if applicable, the Agent; provided that members of senior management will the Company and its Material Subsidiaries shall not be notified required to permit more than one (1) such on-site visit and permitted to be present inspection during any calendar year in the aggregate for the Agent and all Lenders (it being understood that only the Agent may conduct such meetingson-site visit and inspections when an Event of Default does not exist); and provided, further, provided further that when an Event of Default exists the Agent or any Lender (through coordination with the Agent) may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, shall maintain and shall cause each Significant Subsidiary to, and Wholly-Owned Subsidiary to maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the The Company shall permit, and shall cause each Significant Subsidiary and Wholly-Owned Subsidiary to permit, representatives and independent contractors of the Agent or its designees, at the Company’s expense, 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 such reasonable times during normal business hourshours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided that members of senior management will be notified and permitted to be present during any such meetings; and provided, furtherhowever, that when an Event of Default exists the Agent or any Lender (through coordination with the Agent) Bank may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, and shall cause each Restricted Subsidiary to, maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Restricted Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the Company shall permit, and shall cause each Restricted Subsidiary to permit, representatives and independent contractors of the Agent or its designees, at the Company’s expense, 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 such reasonable times during normal business hours, upon reasonable advance notice to the Company; provided that members of senior management will be notified and permitted to be present during any such meetings; and provided, further, that when an Event of Default exists the Agent or any Lender (through coordination with the Agent) may do any of the foregoing at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.

Inspection of Property and Books and Records. The Company shall, shall maintain and shall cause each Restricted Subsidiary to, to maintain proper books of record and account, in which full, true and correct entries in all material respects in conformity with GAAP or SAP, as applicable, consistently applied (except as stated therein) shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. Unless an Event of Default has occurred and is continuing, not more than once per fiscal year, the The Company shall permit, and shall cause each Restricted Subsidiary to permit, representatives and independent contractors of the Administrative Agent or any Bank (including Fleet in its designees, at the Company’s expense, capacity as a Bank) to (a) visit and inspect any of their respective propertiesproperties accompanied by an agent or employee of the Company or such Restricted Subsidiary, (b) to examine their respective corporate, financial and operating records, and (c) 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 and at such reasonable times during normal business hourshours and without interfering in the Company or such Restricted Subsidiary's normal business operations and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided that members of senior management will be notified and permitted to be present during any such meetings; and provided, furtherhowever, that when an Event of Default exists the Administrative Agent or any Lender Bank (through coordination with the Agentincluding Fleet in its capacity as a Bank) may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice; provided that the Company shall not be required to reimburse the costs of any Lender for more than one visit per Fiscal Quarter.