Common use of Inspections; Appraisals Clause in Contracts

Inspections; Appraisals. (a) Permit Agent from time to time, subject to reasonable notice (unless an Event of Default exists) and normal business hours, to visit and inspect the Properties of Borrower or any Restricted Subsidiary, inspect, audit and make extracts from Borrower’s or any Restricted Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants (provided that representatives of the Borrower shall be permitted to be present at any discussion with the independent accountants) Borrower’s or any Restricted Subsidiary’s business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Secured Parties shall have no duty to any Obligor to make any inspection, nor to share any results of any inspection or report with any Obligor. Upon Borrower’s reasonable request, Agent shall provide Borrower with the results of any appraisals it obtains pursuant to Section 10.1.1 (b) in respect of Borrower’s or any Subsidiary Guarantor’s properties or assets subject to Agent’s right to redact portions of such appraisals in its Permitted Discretion. Each of Borrower and each Subsidiary Guarantor acknowledges that all inspections, appraisals and reports are prepared by or on behalf of Agent and Lenders for their purposes, and Borrower and Subsidiary Guarantors shall not be entitled to rely upon them. Borrower and its Restricted Subsidiaries may place reasonable limits on access to information, the disclosure of which is subject to attorney-client or attorney work product privileges and neither Borrower nor any Restricted Subsidiary shall be required to disclose any trade secrets. Notwithstanding the foregoing, appraisals and field examinations shall be governed solely by Section 10.1.1(b).

Appears in 1 contract

Samples: Loan and Security Agreement (Summit Midstream Partners, LP)

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Inspections; Appraisals. (a) Permit Agent from time to time, subject to reasonable notice (unless an except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of Borrower Parent or any Restricted Subsidiaryits Subsidiaries, inspect, audit and make extracts from Borrower’s Parent or any Restricted Subsidiary’s its Subsidiaries’ books and records, and discuss with its officers, employees, agents, advisors and independent accountants (provided that representatives of the Borrower shall be permitted to be present at any discussion with the independent accountants) Borrower’s such Parent or any Restricted Subsidiary’s its Subsidiaries’ business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Secured Parties Neither Agent nor any Lender shall have no any duty to Parent or any Obligor of its Subsidiaries to make any inspection, nor to share any results of any inspection inspection, appraisal or report with any Obligor. Upon Borrower’s reasonable request, Agent shall provide Borrower with the results of any appraisals it obtains pursuant to Section 10.1.1 (b) in respect of Borrower’s Parent or any Subsidiary Guarantor’s properties or assets subject to Agent’s right to redact portions of such appraisals in its Permitted DiscretionSubsidiaries. Each of Borrower Parent and each Subsidiary Guarantor acknowledges Borrowers acknowledge that all inspections, appraisals and reports are prepared by or on behalf of Agent and Lenders for their purposes, and Borrower and Subsidiary Guarantors neither Parent nor any of its Subsidiaries shall not be entitled to rely upon them. (b) Reimburse Agent for all charges, costs and expenses of Agent in connection with examinations of any Obligor’s books and records or any other financial or Collateral matters as Agent deems appropriate. Borrower Subject to and its Restricted Subsidiaries may place reasonable limits on access to information, the disclosure of which is subject to attorney-client or attorney work product privileges and neither Borrower nor any Restricted Subsidiary shall be required to disclose any trade secrets. Notwithstanding without limiting the foregoing, Parent and Borrowers specifically agree to pay Agent’s then standard charges for each day that an employee of Agent or its Affiliates is engaged in any examination activities, and shall pay the standard charges of Agent’s internal appraisal group. This Section shall not be construed to limit Agent’s right to conduct examinations or to obtain appraisals and field examinations shall be governed solely by Section 10.1.1(b)at any time in its discretion, nor to use third parties for such purposes.

Appears in 1 contract

Samples: Loan and Security Agreement (Spansion Inc.)

Inspections; Appraisals. (a) Permit Agent from time to time, subject to reasonable notice (unless an Event of Default exists) and normal business hours, to visit and inspect the Properties of Borrower or any Restricted Subsidiary, inspect, audit and make extracts from Borrower’s or any Restricted Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants (provided that representatives of the Borrower shall be permitted to be present at any discussion with the independent accountants) Borrower’s or any Restricted Subsidiary’s business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Secured Parties shall have no duty to any Obligor to make any inspection, nor to share any results of any inspection or report with any Obligor. Upon Borrower’s reasonable request, Agent shall provide Borrower with the results of any appraisals it obtains pursuant to Section 10.1.1Secured (b) in respect of Borrower’s or any Subsidiary Guarantor’s properties or assets subject to Agent’s right to redact portions of such appraisals in its Permitted Discretion. Each of Borrower and each Subsidiary Guarantor acknowledges that all inspections, appraisals and reports are prepared by or on behalf of Agent and Lenders for their purposes, and Borrower and Subsidiary Guarantors shall not be entitled to rely upon them. Borrower and its Restricted Subsidiaries may place reasonable limits on access to information, the disclosure of which is subject to attorney-client or attorney work product privileges and neither Borrower nor any Restricted Subsidiary shall be required to disclose any trade secrets. Notwithstanding the foregoing, appraisals and field examinations shall be governed solely by Section 10.1.1(b).

Appears in 1 contract

Samples: Loan and Security Agreement (Summit Midstream Partners, LP)

Inspections; Appraisals. (a) Permit Agent from time to time, subject to reasonable notice (unless an except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of any Borrower or any Restricted Subsidiary, inspect, audit and make extracts from any Borrower’s or any Restricted Subsidiary’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants (provided that representatives of the Borrower shall be permitted to be present at any discussion with the independent accountants) such Borrower’s or any Restricted Subsidiary’s business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Secured Parties Neither Agent nor any Lender shall have no any duty to any Obligor Borrower to make any inspection, nor to share any results of any inspection inspection, appraisal or report with any ObligorBorrower. Upon Borrower’s reasonable request, Agent shall provide Borrower with the results of any appraisals it obtains pursuant to Section 10.1.1 (b) in respect of Borrower’s or any Subsidiary Guarantor’s properties or assets subject to Agent’s right to redact portions of such appraisals in its Permitted Discretion. Each of Borrower and each Subsidiary Guarantor acknowledges Borrowers acknowledge that all inspections, appraisals and reports are prepared by or on behalf of Agent and Lenders for their purposes, and Borrower and Subsidiary Guarantors Borrowers shall not be entitled to rely upon them. Borrower . (b) Reimburse Agent for all charges, costs and its Restricted Subsidiaries may place reasonable limits on access expenses of Agent in connection with examinations of any Obligor’s books and records or any other financial or Collateral matters as Agent deems appropriate, up to informationthree times per Loan Year; provided, the disclosure however, that if an examination is initiated during a Default or Event of which is subject to attorney-client or attorney work product privileges Default, all charges, costs and neither Borrower nor any Restricted Subsidiary expenses therefor shall be required reimbursed by Borrowers without regard to disclose any trade secretssuch limit. Notwithstanding Subject to and without limiting the foregoing, appraisals and field examinations shall be governed solely by Section 10.1.1(b)Borrowers agree to pay Agent’s then standard charges for examination activities, including the standard charges of Agent’s internal examination group, as well as the charges of any third party used for such purposes.

Appears in 1 contract

Samples: Subordination Agreement (Radiant Logistics, Inc)

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Inspections; Appraisals. (a) Permit the Agent from time to time, subject to reasonable notice (unless an except when a Default or Event of Default exists) to reasonable notice and normal business hours, to visit and inspect the Properties of Borrower or any Restricted SubsidiaryBorrower, inspect, audit and make extracts from Borrower’s or any Restricted Subsidiary’s the Borrowers’ books and records, and discuss with its officers, employees, agents, advisors and independent accountants (provided that representatives of the Borrower shall be permitted to be present at any discussion with the independent accountants) Borrowersenior management Holdings’s or any Restricted Subsidiary’s the Borrowers’ business, financial condition, assets, prospects and results of operations. The Lenders may participate in any such visit or inspection, at their own expense. Secured Parties Neither the Agent nor any Lender shall have no any duty to any Obligor Holdings or the Borrowers to make any inspection. To the extent any appraisal or other information is shared by Agent or a Lender with Holdings or the Borrowers, nor to share any results each of any inspection or report with any Obligor. Upon Borrower’s reasonable request, Agent shall provide Borrower with Holdings and the results of any appraisals Borrowers acknowledge that it obtains pursuant to Section 10.1.1 (b) in respect of Borrower’s or any Subsidiary Guarantor’s properties or assets subject to Agent’s right to redact portions of such appraisals in its Permitted Discretion. Each of Borrower and each Subsidiary Guarantor acknowledges that all inspections, appraisals and reports are was prepared by or on behalf of Agent and Lenders for their purposes, purposes and Borrower and Subsidiary Guarantors none of the Borrowers or Holdings shall not be entitled to rely upon them. Borrower it. (b) Reimburse the Agent for all reasonable out-of-pocket charges, costs and its Restricted Subsidiaries may place expenses of the Agent in connection with examinations of the Borrowers’ and Holdings’s books and records or any other financial or Collateral matters as the Agent deems appropriate, up to two times per year; provided, however, that if an examination is initiated during a Default or Event of Default, all reasonable limits on access to informationout-of-pocket charges, the disclosure of which is subject to attorney-client or attorney work product privileges costs and neither Borrower nor any Restricted Subsidiary expenses therefor shall be required reimbursed by the Borrowers without regard to disclose any trade secretssuch limits. Notwithstanding Subject to the foregoing, the Borrowers shall pay Agent’s then standard charges for each day that an employee of Agent or its Affiliates is engaged in any examination activities, and shall pay the standard charges of Agent’s internal appraisal group. This Section shall not be construed to limit Agent’s right to conduct examinations or to obtain appraisals and field examinations shall be governed solely by Section 10.1.1(b)at any time in its discretion, nor to use third parties for such purposes.

Appears in 1 contract

Samples: Loan and Security Agreement (Telx Group, Inc.)

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