Common use of Inspections; Appraisals Clause in Contracts

Inspections; Appraisals. (a) Permit the Administrative Agent from time to time, subject (except when an Event of Default has occurred and is continuing) to reasonable notice and normal business hours, to visit and inspect the properties of any Borrower or Subsidiary, inspect, audit and make extracts from any Borrower's or Subsidiary's books and records, and discuss with its officers, employees, agents, advisors and independent accountants such Borrower's or Subsidiary's business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to any Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with any Borrower. Borrowers acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent and Lenders for their purposes, and Borrowers shall not be entitled to rely upon them. (b) Reimburse the Administrative Agent for all charges, costs and expenses of the Administrative Agent in connection with (i) examinations of any Loan Party's books and records or any other financial or Collateral matters as the Administrative Agent deems appropriate, up to twiceonce per fiscal year; and (ii) appraisals of Inventory up to twiceonce per fiscal year (or, in each case with respect to clauses (i) and (ii), (x) two times per fiscal year if the second audit and/or appraisal occurs during a period when Excess Availability is less than 50% of the Total Borrowing Base and (y) three times per fiscal year if the third audit and/or appraisal occurs during a period when Excess Availability is less than 2515% of the Total Borrowing Base); provided, however, that if an examination or appraisal is initiated while an Event of Default has occurred and is continuing, all charges, costs and expenses therefor shall be reimbursed by Borrowers without regard to such limits. Subject to and without limiting the foregoing, Borrowers specifically agree to pay the Administrative Agent's then standard charges for each day that an employee of the Administrative Agent or its branches or Affiliates is engaged in any examination activities, and shall pay the standard charges of the Administrative Agent's internal appraisal group. This Section shall not be construed to limit the Administrative Agent's right to conduct examinations or to obtain appraisals at any time in its discretion, nor to use third parties for such purposes.

Inspections; Appraisals. (a) Permit the Administrative Agent or any Lender at any time and from time to time, subject (except when an Event of Default has occurred and is continuing) to reasonable notice and normal business hours, to visit and inspect the properties Properties of any Borrower Obligor or Subsidiary, inspect, audit and make extracts from any Borrower's Obligor’s or any Subsidiary's ’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants of such Borrower's Obligor’s or Subsidiary's ’s business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to any Borrower Obligor to make any inspection, nor to share any results of any inspection, appraisal or report with any BorrowerObligor. Borrowers acknowledge Each Obligor acknowledges that all inspections, appraisals and reports are prepared by the Administrative Agent and Lenders for their its purposes, and Borrowers such Obligor shall not be entitled to rely upon them. Agent and each Lender shall be bound by the provisions of Section 14.12 with respect to information obtained pursuant to this Section. (b) Reimburse the Administrative Agent for all charges, costs and expenses of the Administrative Agent in connection with with: (i) examinations up to one field examination of any Loan Party's Obligor’s books and records or any other financial or Collateral matters as the Administrative Agent deems appropriate, up to twiceonce appropriate per fiscal year; and (ii) appraisals of Inventory up to twiceonce per fiscal year (or, in each case with respect to clauses (i) and (ii), (x) two times per fiscal year if the second audit and/or appraisal occurs during a period when Excess Availability is less than 50% of the Total Borrowing Base and (y) three times per fiscal year if the third audit and/or appraisal occurs during a period when Excess Availability is less than 2515% of the Total Borrowing Base)Loan Year; provided, however, that if an examination or appraisal is initiated while an Inspection Trigger Event of Default has occurred occurs, then each Obligor shall, and is continuingshall cause each Subsidiary to, reimburse Agent for all charges, costs and expenses therefor of Agent in connection with (A) if the Inspection Trigger Event is the occurrence of an Event of Default, with all field examinations of any Obligor’s books and records or any other financial or Collateral matters as Agent deems appropriate at any time such Event of Default exists, and (B) if the Inspection Trigger Event is caused by any other event or circumstance, one additional field examination during the 12 months following such occurrence, in each case notwithstanding any other limitation set forth herein; and (ii) up to two appraisals of Pledged Equipment per Loan Year; provided, however, if an Inspection Trigger Event occurs, then each Obligor shall, and shall be reimbursed by Borrowers without regard cause each Subsidiary to, reimburse Agent for all charges, costs and expenses of Agent in connection with one additional appraisal during the 12 months following such occurrence, notwithstanding any other limitation set forth herein; and (iii) up to one appraisal of Real Estate per Loan Year; provided, however, if an Inspection Trigger Event occurs, then each Obligor shall, and shall cause each Subsidiary to, reimburse Agent for all charges, costs and expenses of Agent in connection with one additional appraisal during the 12 months following such limitsoccurrence, notwithstanding any other limitation set forth herein. Subject to and without limiting the foregoing, Borrowers specifically agree to pay the Administrative Agent's ’s then standard charges for each day that an employee of the Administrative Agent or its branches or Affiliates is engaged in any examination activities, and shall pay the standard charges of the Administrative Agent's ’s internal appraisal group. This Section shall not be construed to limit the Administrative Agent's ’s right to conduct examinations or to obtain appraisals at any time in its discretion, nor to use third parties for such purposes.

Inspections; Appraisals. (a) Permit the Administrative Agent from time to time, subject (except when an Event of Default has occurred and is continuing) to reasonable notice and normal business hours, to visit and inspect the properties of any Borrower or Subsidiary, inspect, audit and make extracts from any Borrower's ’s or Subsidiary's ’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants such Borrower's ’s or Subsidiary's ’s business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent nor any Lender shall have any duty to any Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with any Borrower. Borrowers acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent and Lenders for their purposes, and Borrowers shall not be entitled to rely upon them. (b) Reimburse the Administrative Agent for all charges, costs and expenses of the Administrative Agent in connection with (i) examinations of any Loan Party's ’s books and records or any other financial or Collateral matters as the Administrative Agent deems appropriate, up to twiceonce once per fiscal year; and (ii) appraisals of Inventory up to twiceonce once per fiscal year (or, in each case with respect to clauses (i) and (ii), (x) two times per fiscal year if the second audit and/or appraisal occurs during a period when Excess Availability is less than 50% of the Total Borrowing Base and (y) three times per fiscal year if the third audit and/or appraisal occurs during a period when Excess Excessduring such fiscal year Specified Availability is at any time less than 25151520.0% of the Total Borrowing BaseBaseLine Cap); provided, however, that if an examination or appraisal is (x) conducted in connection with the Canadian Facility Effective Date or (y) initiated while an Event of Default has occurred and is continuing, all charges, costs and expenses therefor shall be reimbursed by Borrowers without regard to such limits. Subject to and without limiting the foregoing, Borrowers specifically agree to pay the Administrative Agent's ’s then standard charges for each day that an employee of the Administrative Agent or its branches or Affiliates is engaged in any examination activities, and shall pay the standard charges of the Administrative Agent's ’s internal appraisal group. This Section shall not be construed to limit the Administrative Agent's ’s right to conduct examinations or to obtain appraisals at any time in its discretion, nor to use third parties for such purposes.

Inspections; Appraisals. (a) Permit the Administrative Agent Agents from time to time, subject (except when an Event of Default has occurred and is continuing) to reasonable notice and normal business hours, to visit and inspect the properties of any Borrower or Subsidiary, inspect, audit and make extracts from Holdings’, any Borrower's ’s or Subsidiary's ’s books and records, and discuss with its officers, employees, agents, advisors and independent accountants Holdings’ or such Borrower's ’s or Subsidiary's ’s business, financial condition, assets, prospects and results of operations. Lenders may participate in any such visit or inspection, at their own expense. Neither the Administrative Agent Agents nor any Lender shall have any duty to any Borrower to make any inspection, nor to share any results of any inspection, appraisal or report with any Borrower. Borrowers acknowledge that all inspections, appraisals and reports are prepared by the Administrative Agent Agents and Lenders for their purposes, and Borrowers shall not be entitled to rely upon them. (b) Reimburse the Administrative Agent Agents for all charges, costs and expenses of the Administrative Agent Agents in connection with (i) examinations field examinations, verifications and evaluations of any Loan Party's ’s books and records or any other financial or Collateral matters as the Administrative Agent deems Agents deem appropriate, up to twiceonce twice per fiscal year; and (ii) appraisals of Inventory up to twiceonce twice per fiscal year (or, in each case with respect to clauses (i) and (ii), (x) two times per fiscal year if the second audit and/or appraisal occurs during a period when Excess Availability is less than 50% of the Total Borrowing Base and (y) three times per fiscal year if the third audit and/or appraisal occurs during a period when Excess Availability is less than 251525% of the Total Borrowing Base); provided, however, that if an a field examination or appraisal is initiated while an Event of Default has occurred and is continuing, all charges, costs and expenses therefor shall be reimbursed by Borrowers without regard to such limits; provided further that the limitations on the number of examinations and appraisals in a fiscal year shall be without giving effect to examinations and appraisals in connection with the Required Audit and Appraisal. Subject to and without limiting the foregoing, Borrowers specifically agree to pay the Administrative any Agent's ’s then standard charges for each day that an employee of the Administrative such Agent or its branches or Affiliates is engaged in any examination activities, and shall pay the standard charges of the Administrative such Agent's ’s internal appraisal group. This Section shall not be construed to limit the Administrative Agent's Agents’ right to conduct examinations or to obtain appraisals at any time in its discretion, nor to use third parties for such purposes.