Common use of Inspection of Servicer Clause in Contracts

Inspection of Servicer. Each of the Borrower, Triple-A, the Administrative Agent and the Collateral Agent, and their respective representatives shall at all times upon reasonable prior notice have full and reasonable access during regular business hours to all offices and Records of the Servicer (wheresoever located, including, without limitation, any repository used by the Servicer on the Borrower's behalf, to store the computer tapes constituting the Servicer's Daily Report), as appropriate to verify the Servicer's compliance with this Agreement, and each of the Borrower, Triple-A, the Administrative Agent, the Collateral Agent and the Surety and their representatives may examine and audit the same, and make photocopies and computer tape replicas thereof, and the Servicer agrees to render to the Borrower, Triple-A, the Administrative Agent, the Collateral Agent and the Surety and their representatives, at the Servicer's cost and expense, such clerical and other assistance as may be reasonably requested with regard thereto. The Borrower, Triple-A, the Administrative Agent, the Collateral Agent and the Surety and their respective representatives shall also have the right to discuss the Servicer's affairs with the officers of the Servicer and the Servicer's independent accountants and to verify under appropriate procedures the validity, amount, quality, quantity, value and condition of, or any other matter relating to, the Collateral. The number and frequency of any such audits shall be limited to such number and frequency as shall be reasonable in the exercise of the Collateral Agent's reasonable commercial judgment. Each such audit shall be at the sole expense of the Borrower (subject to the Borrower's right under the Purchase and Contribution Agreement to recover such expenses from Ag Services).

Inspection of Servicer. Each of the Borrower, Triple-A, the Administrative Agent, the Collateral Agent and the Collateral AgentL/C Bank, and their respective representatives shall at all times upon reasonable prior notice have full and reasonable access during regular business hours to all offices and Records of the Servicer, and in the event that the Servicer is FAC, of FCI (wheresoever located, including, without limitation, any repository used by the Servicer on the Borrower's behalf, to store the computer tapes constituting the Servicer's Daily Report), as appropriate to verify the Servicer's (and FCI's) compliance with this Agreement, and each of the Borrower, Triple-A, the Administrative Agent, the Collateral Agent Agent, the Surety and the Surety L/C Bank and their representatives may examine and audit the same, and make photocopies and computer tape replicas thereof, and each of the Servicer and FCI agrees to render to the Borrower, Triple-A, the Administrative Agent, the Collateral Agent Agent, the Surety and the Surety L/C Bank and their representatives, at the Servicer's or FCI's sole cost and expense, respectively, such clerical and other assistance as may be reasonably requested with regard thereto. The Borrower, Triple-A, the Administrative Agent, the Collateral Agent Agent, the Surety and the Surety L/C Bank and their respective representatives shall also have the right to discuss the Servicer's and FCI's affairs with the officers of the Servicer and FCI and the Servicer's and FCI's independent accountants and to verify under appropriate procedures the validity, amount, quality, quantity, value and condition of, or any other matter relating to, the Collateral. The number and frequency of any such audits shall be limited to such number and frequency as shall be reasonable in the exercise of the Collateral Agent's reasonable commercial judgment. Each such audit shall be at the sole expense of the Borrower (subject to the Borrower's right under the Receivables Purchase and Contribution Agreement to recover such expenses from Ag Servicesthe Seller and FCI).

Inspection of Servicer. Each of the Borrower, Triplethe Deal Agent, each Deal ---------------------- Co-AAgent, the Administrative Agent and the Collateral Agent, each Lender, each Managing Agent and their respective representatives shall at all times upon reasonable prior notice have full and reasonable access during regular business hours to all offices and Records of the Servicer, and in the event that the Servicer is FAC, of FCI (wheresoever located, including, without limitation, any repository used by the Servicer on the Borrower's behalf, to store the computer tapes constituting the Servicer's Daily Report), as appropriate to verify the Servicer's (and FCI's) compliance with this Agreement, and each of the Borrower, Triple-Aeach Lender, the Administrative each Managing Agent, the Collateral Deal Agent, each Deal Co-Agent and the Surety Collateral Agent and their representatives may examine and audit the same, and make photocopies and computer tape replicas thereof, and each of the Servicer and FCI agrees to render to the Borrower, Triple-Aeach Lender, the Administrative each Managing Agent, the Collateral Deal Agent, each Deal Co-Agent and the Surety Collateral Agent and their representatives, at the Servicer's or FCI's sole cost and expense, respectively, such clerical and other assistance as may be reasonably requested with regard thereto. The Borrower, Triple-Aeach Lender, the Administrative each Managing Agent, the Collateral Deal Agent, each Deal Co-Agent and the Surety Collateral Agent and their respective representatives shall also have the right to discuss the Servicer's and FCI's affairs with the officers of the Servicer and FCI and the Servicer's and FCI's independent accountants and to verify under appropriate procedures the validity, amount, quality, quantity, value and condition of, or any other matter relating to, the Collateral. The number and frequency of any such audits shall be limited to such number and frequency as shall be reasonable in the exercise of the Collateral Agent's reasonable commercial judgment; provided, however, that in no event shall the number and -------- ------- frequency of any such audits exceed (x) in respect of the Deal Agent and the Collateral Agent, prior to the occurrence of an Event of Default, two per year, and after the occurrence of an Event of Default, as determined by the Deal Agent and the Collateral Agent and (y) in respect of the Managing Agents and the Deal Co-Agents, one per year. Each In the case of the Deal Agent and the Collateral Agent, each such audit shall be at the sole expense of the Borrower, and in the case of the Managing Agents and the Deal Co-Agents, a maximum of $10,000 for each such audit shall be at the expense of the Borrower (in all cases subject to the Borrower's right under the Receivables Purchase and Contribution Agreement to recover such expenses from Ag Servicesthe Seller). In connection with all inspections performed under this Amended and Restated Credit Agreement, the Deal Agent, the Lenders, the Managing Agents, the Deal Co-Agents and the Collateral Agent shall use reasonable efforts to coordinate the staffing and timing of such investigations in order to minimize the cost and expense thereof. Upon the completion of any audit by or on behalf of the Deal Agent, the Deal Agent shall provide copies of the results thereof to each Managing Agent and Deal Co-Agent.

Inspection of Servicer. Each of the Borrower, Triple-AEagleFunding, the Administrative Agent and ---------------------- Deal Agent, the Collateral Agent, and their respective representatives shall at all times upon reasonable prior notice have full and reasonable access during regular business hours to all offices and Records of the Servicer, and in the event that the Servicer is FAC, of FCI (wheresoever located, including, without limitation, any repository used by the Servicer on the Borrower's behalf, to store the computer tapes constituting the Servicer's Daily Report), as appropriate to verify the Servicer's (and FCI's) compliance with this Agreement, and each of the Borrower, Triple-AEagleFunding, the Administrative Agent, Deal Agent and the Collateral Agent and the Surety and their representatives may examine and audit the same, and make photocopies and computer tape replicas thereof, and each of the Servicer and FCI agrees to render to the Borrower, Triple-AEagleFunding, the Administrative Agent, Deal Agent and the Collateral Agent and the Surety and their representatives, at the Servicer's or FCI's sole cost and expense, respectively, such clerical and other assistance as may be reasonably requested with regard thereto. The Borrower, Triple-AEagleFunding, the Administrative Agent, Deal Agent and the Collateral Agent and the Surety and their respective representatives shall also have the right to discuss the Servicer's and FCI's affairs with the officers of the Servicer and FCI and the Servicer's and FCI's independent accountants and to verify under appropriate procedures the validity, amount, quality, quantity, value and condition of, or any other matter relating to, the Collateral. The number and frequency of any such audits shall be limited to such number and frequency as shall be reasonable in the exercise of the Collateral Agent's reasonable commercial judgment. Each such audit shall be at the sole expense of the Borrower (subject to the Borrower's right under the Receivables Purchase and Contribution Agreement to recover such expenses from Ag Servicesthe Seller and FCI).