Common use of Maintaining Records; Access to Properties and Inspections; Annual Meetings Clause in Contracts

Maintaining Records; Access to Properties and Inspections; Annual Meetings. (a) Keep proper books of record and account in which full, true and correct entries in all material respects in conformity with GAAP are made of all financial transactions and matters involving the assets, liabilities and business of the Companies. Each Company will permit any representatives designated by the Administrative Agent or any Lender to visit during its regular business hours and with reasonable advance written notice thereof and inspect the financial records and the property of such Company at reasonable times up to one time per calendar year (but without frequency limit during the continuance of an Event of Default) and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender to discuss the affairs, finances, accounts and condition of any Company with the officers and employees thereof and advisors therefor (including independent accountants); provided that the Administrative Agent shall give any Company an opportunity for its representatives to participate in any discussions with its officers, employees and advisors; provided, further, that so long as no Event of Default has occurred and is then continuing, (i) the Administrative Agent on behalf of the Lenders shall coordinate any exercise of rights under this Section 5.07 and (ii) Borrower shall not bear the cost of more than one such inspection per calendar year by the Administrative Agent and Lenders (or their respective representatives). (b) Within 120 days after the end of each fiscal year of Borrower, upon the request of Administrative Agent, hold a meeting (at a mutually agreeable location, venue and time or, at the option of the Borrower, by conference call, the costs of such venue or call to be paid by Borrower) with all Lenders who choose to attend such meeting, at which meeting shall be reviewed the financial results of the previous fiscal year and the financial condition of the Companies and the budgets presented for the current fiscal year of the Companies.

Appears in 2 contracts

Samples: Credit Agreement (Merge Healthcare Inc), Credit Agreement (Merge Healthcare Inc)

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Maintaining Records; Access to Properties and Inspections; Annual Meetings. (a) Keep proper books of record and account in which full, true and correct entries in all material respects in conformity with GAAP are made of all financial material dealings and transactions in relation to its business and matters involving the assetsactivities. Upon reasonable advance notice (unless an Event of Default exists, liabilities and business of the Companies. Each in which case no notice shall be required), each Company will permit any representatives designated by the Administrative Agent or any Lender during normal business hours to visit during its regular business hours and with reasonable advance written notice thereof and inspect the financial records and the property Property of such Company at reasonable times up to one time per calendar year (but without frequency limit during the continuance of an Event of Default) and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender to discuss the affairs, finances, accounts and condition of any Company with the officers and employees thereof and advisors therefor (including independent accountants); provided that (1) excluding any such visits and inspections during the continuation of an Event of Default, only representatives of the Administrative Agent shall give any Company an opportunity for its representatives to participate in any discussions with its officers, employees and advisors; provided, further, that so long as no Event of Default has occurred and is then continuing, (i) the Administrative or Collateral Agent on behalf of the Lenders shall coordinate any Secured Parties, may exercise of visitation and inspection rights under this Section 5.07 5.07, and (ii2) Borrower shall not bear the cost of more than one such inspection per calendar year by the Administrative Agent and Lenders (or their respective representatives)the Secured Parties shall not exercise such rights more than twice in any period of 12 consecutive months, absent the existence of an Event of Default. (b) Within 120 one hundred thirty five (135) days after the end close of each fiscal year of Borrowerthe Companies, upon at the request of the Administrative AgentAgent or Required Lenders, hold a meeting (at a mutually agreeable location, venue location and time or, at the option of the BorrowerRequired Lenders, by a conference call, the costs of such venue or call to be paid by Borrower) with all Lenders who choose to attend such meeting, meeting or conference call at which meeting or conference call shall be reviewed the financial results of the previous fiscal year and the financial condition of the Companies and the budgets budget presented for the current fiscal year of the Companies.

Appears in 1 contract

Samples: Senior Secured Term Loan Credit Agreement (Internap Corp)

Maintaining Records; Access to Properties and Inspections; Annual Meetings. (a) Keep proper books of record and account in which full, true and correct entries in all material respects in conformity with GAAP are made of all financial material dealings and transactions in relation to its business and matters involving the assetsactivities. Upon reasonable advance notice (unless an Event of Default exists, liabilities and business of the Companies. Each in which case no notice shall be required), each Company will permit any representatives designated by the Administrative Agent or any Lender during normal business hours to visit during its regular business hours and with reasonable advance written notice thereof and inspect the financial records and the property Property of such Company at reasonable times up to one time per calendar year (but without frequency limit during the continuance of an Event of Default) and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender to discuss the affairs, finances, accounts and condition of any Company with the officers and employees thereof and advisors therefor (including independent accountants); provided that (i) excluding any such visits and inspections during the continuation of an Event of Default, only representatives of the Administrative Agent shall give any Company an opportunity for its representatives to participate in any discussions with its officers, employees and advisors; provided, further, that so long as no Event of Default has occurred and is then continuing, (i) or the Administrative Collateral Agent on behalf of the Lenders shall coordinate any Secured Parties, may exercise of visitation and inspection rights under this Section 5.07 5.07, and (ii) Borrower shall not bear the cost of more than one such inspection per calendar year by the Administrative Agent and Lenders (or their respective representatives)the Secured Parties shall not exercise such rights more than twice in any period of 12 consecutive months, absent the existence of an Event of Default. (b) Within 120 one hundred thirty five (135) days after the end close of each fiscal year of Borrowerthe Companies, upon at the request of the Administrative AgentAgent or Required Lenders, hold a meeting (at a mutually agreeable location, venue location and time or, at the option of the BorrowerRequired Lenders, by a conference call, the costs of such venue or call to be paid by Borrower) with all Lenders who choose to attend such meeting, meeting or conference call at which meeting or conference call shall be reviewed the financial results of the previous fiscal year and the financial condition of the Companies and the budgets budget presented for the current fiscal year of the Companies.

Appears in 1 contract

Samples: Second Out Term Loan Credit Agreement (Internap Corp)

Maintaining Records; Access to Properties and Inspections; Annual Meetings. (a) Keep proper books of record and account in which full, true and correct entries in all material respects in conformity with GAAP are made of all financial transactions and matters involving the assets, liabilities and business of the Companies. Each Company will permit any representatives designated by the Administrative Agent or any Lender to visit during its regular business hours and with reasonable advance written notice thereof and inspect the financial records and the property of such Company at reasonable times up to one time per calendar year (but without frequency limit during the continuance of an Event of Default) and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender to discuss the affairs, finances, accounts and condition of any Company with the officers and employees thereof and advisors therefor (including independent accountants); provided that the Administrative Agent shall give any Company an opportunity for its representatives to participate in any discussions with its officers, employees and advisors; provided, further, that so long as no Event of Default has occurred and is then continuing, (i) the Administrative Agent on behalf of the Lenders shall coordinate any exercise of rights under this Section 5.07 and (ii) Borrower shall not bear the cost of more than one such inspection per calendar year by the Administrative Agent and Lenders (or their respective representatives). (b) Within 120 days after the end of each fiscal year of Borrower, upon the request of Administrative Agentany Lender, hold a meeting (at a mutually agreeable location, venue and time or, at the option of the Borrower, by conference call, the costs of such venue or call to be paid by Borrower) with all Lenders who choose to attend such meeting, at which meeting shall be reviewed the financial results of the previous fiscal year and the financial condition of the Companies and the budgets presented for the current fiscal year of the Companies.

Appears in 1 contract

Samples: Credit Agreement (Merge Healthcare Inc)

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Maintaining Records; Access to Properties and Inspections; Annual Meetings. (a) Keep proper books of record and account in which full, true and correct entries in all material respects in conformity with GAAP are made of all financial material dealings and transactions in relation to its business and matters involving the assetsactivities. Upon reasonable advance notice, liabilities and business of the Companies. Each each Company will permit any representatives designated by the Administrative Agent or any Lender or any of the advisers to the Ad Hoc Group of New Incremental Loan Lenders during normal business hours to visit during its regular business hours and with reasonable advance written notice thereof and inspect the financial records and the property Property of such Company at reasonable times up to one time per calendar year (but without frequency limit during the continuance of an Event of Default) and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender or any advisers to the Ad Hoc Group of New Incremental Loan Lenders to discuss the affairs, finances, accounts and condition of any Company with the officers and employees thereof and advisors therefor (including independent accountants); provided that the Administrative Agent shall give any Company an opportunity for its representatives to participate in any discussions with its officers, employees and advisors; provided, further, that so long as no Event of Default has occurred and is then continuing, (i) excluding any such visits and inspections during the Administrative continuation of an Event of Default, only representatives of the Collateral Agent on behalf of the Lenders shall coordinate any Secured Parties, may exercise of visitation and inspection rights under this Section 5.07 5.07, and (ii) Borrower shall not bear the cost of more than one such inspection per calendar year by the Administrative Agent and Lenders (or their respective representatives)the Secured Parties shall not exercise such rights more often than twice in any period of 12 consecutive months, absent the existence of an Event of Default. (b) Within 120 days after the end close of each fiscal year of Borrowerthe Companies, upon at the request of the Administrative AgentAgent or Required Lenders, hold a meeting (at a mutually agreeable location, venue location and time or, at the option of the BorrowerAdministrative Agent, by a conference call, the costs of such venue or call to be paid by Borrower) with all Lenders who choose to attend such meeting, meeting or conference call at which meeting or conference call shall be reviewed the financial results of the previous fiscal year and the financial condition of the Companies and the budgets budget presented for the current fiscal year of the Companies.

Appears in 1 contract

Samples: Credit Agreement (Internap Corp)

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