Common use of Maintaining Records; Access to Properties and Inspections; Environmental Assessments Clause in Contracts

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper entries in conformity with GAAP are made of all financial transactions. The Borrower will, and will cause each of the Subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, to visit and inspect the financial records and the properties of the Borrower, as the case may be, or any of the Subsidiaries and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, or any of the Subsidiaries with the officers thereof and independent accountants therefor. (b) In the event that the Administrative Agent or any Lender reasonably believes that Hazardous Materials have been Released or are threatened to be Released on or from any Real Property or other facility of the Borrower or the Subsidiaries or that any such property or facility is not being operated in material compliance with applicable Environmental Law, the Administrative Agent may, at its election and after reasonable notice to the Borrower, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Property or facility or whether the facilities or properties are being operated and maintained in compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in the reasonable discretion of the Administrative Agent. The Borrower shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph shall be at the Borrower’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of Tensar Holdings and Luxco will, and will cause each of the Subsidiaries their respective subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default permit any representatives designated by TCO or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, to visit and inspect the financial records and the properties of the BorrowerTensar Holdings or Luxco, as the case may be, or any of the Subsidiaries their respective subsidiaries at reasonable times and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any such representatives designated by TCO or the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the BorrowerTensar Parties, as the case may be, or any of the Subsidiaries its subsidiaries with the officers thereof and independent accountants therefor. (b) At its election, TCO or the Administrative Agent may, at its own cost and expense, retain an independent engineer or environmental consultant to conduct an environmental assessment of the condition of any Mortgaged Property or facility of any Tensar Party or of any Tensar Party’s compliance with Environmental Law. Each of Tensar Holdings and Luxco shall, and shall cause each of their respective Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to Tensar Holdings and Luxco of the plans to conduct such an environmental assessment. Environmental assessments conducted under this clause (b) shall be limited to visual inspections of the Mortgaged Property or facility, interviews with representatives of the Tensar Parties or facility personnel, and review of applicable records and documents pertaining to the property or facility, its compliance with Environmental Law and any potential Environmental Liabilities. (c) In the event that TCO or the Administrative Agent or any Lender reasonably believes believe that (i) Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower Tensar Holdings, Luxco or the Subsidiaries or (ii) that any such property or facility is not being operated in material compliance with applicable Environmental Law, ; TCO or the Administrative Agent may, at its election and after reasonable notice to the BorrowerTensar, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in material compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph Section 1.07(c) of this Schedule 3 shall be determined in the commercially reasonable discretion of TCO and the Administrative Agent. The Borrower Each of Tensar Schedule 3, Affirmative Covenants Holdings and Luxco shall, and shall cause each of the their respective Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Borrower Luxco of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph Section 1.07(c) of this Schedule 3 shall be at the BorrowerTensar or Luxco’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep Keep, and cause each Subsidiary to keep, proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all applicable requirements of law are made of all financial transactionsoperations. The No more than once in any fiscal year (except if an Event of Default has occurred and is continuing) the Borrower will, and will cause each of the Subsidiaries its subsidiaries to, during normal business hourspermit, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as if requested by the Administrative Agent reasonably determines to be appropriateAgent, permit any representatives designated by the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of the Borrower, as the case may be, Borrower or any of the its Subsidiaries at reasonable times and as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, Borrower or any of the its Subsidiaries with the officers thereof and independent accountants therefor. (b) At its election, the Administrative Agent may retain, or require the Borrower to retain, an independent engineer or environmental consultant to conduct an environmental assessment of any Mortgaged Property or facility of the Borrower or any Subsidiary. Any such environmental assessments conducted pursuant to this paragraph (b) shall be at the Borrower’s sole cost and expense only if conducted following the occurrence of (i) an Event of Default or (ii) any event, circumstance or condition that could reasonably be expected to result in an Event of Default, in the case of each of clause (i) and (ii) that concerns or relates to any Environmental Liabilities of the Borrower or any Subsidiary; provided that the Borrower shall only be responsible for such costs and expenses to the extent that such environmental assessment is limited to that which is reasonably necessary to assess the subject matter of such Event of Default or such event, circumstance or condition that could reasonably be expected to result in an Event of Default. In addition, environmental assessments conducted pursuant to this paragraph (b) shall not be conducted more than once every twelve months with respect to any parcel of Mortgaged Property or any single facility of the Borrower or any Subsidiary unless such environmental assessments are conducted following the occurrence of (i) an Event of Default or (ii) any event, circumstance or condition that could reasonably be expected to result in an Event of Default, in the case of each of clause (i) and (ii) that concerns or relates to any Environmental Liabilities of the Borrower or any Subsidiary. The Borrower shall, and shall cause each of the Subsidiaries to, reasonably cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have reasonable access to each property or facility at reasonable times and after reasonable notice to the Borrower of the plans to conduct such an environmental assessment. Environmental assessments conducted under this paragraph (b) shall be limited to visual inspections of the Mortgaged Property or facility, interviews with representatives of the Borrower or facility personnel, and review of applicable records and documents pertaining to the property or facility. (c) In the event that the Administrative Agent or any Lender reasonably believes that Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower or the Subsidiaries any Subsidiary or that any such property or facility is not being operated in material compliance with applicable Environmental Law, in each case where the Release, threatened Release or failure to comply has resulted in, or could reasonably be expected to result in, a material Environmental Liability of the Borrower any of the Subsidiaries, the Administrative Agent may, at its election and after reasonable notice to the Borrower, retain retain, or require the Borrower to retain, an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in reasonably assess the soilsubject matter of such Release, groundwater, threatened Release or surface water at such Real Property or facility or whether the facilities or properties are being operated and maintained in compliance failure to comply with applicable Environmental LawsLaw. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses in each case as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in reasonable and necessary to assess the reasonable discretion subject matter of the Administrative AgentRelease, threatened Release or failure to comply. The Borrower shall, and shall cause each of the Subsidiaries to, reasonably cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full reasonable access to each property or facility at reasonable times and after reasonable notice to the Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph (c) shall be at the Borrower’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of Tensar Holdings and Tensar will, and will cause each of the Subsidiaries its subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default permit any representatives designated by TCO or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, to visit and inspect the financial records and the properties of the BorrowerTensar Holdings or Tensar, as the case may be, or any of the Subsidiaries its subsidiaries at reasonable times and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any such representatives designated by TCO or the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the BorrowerTensar Parties, as the case may be, or any of the Subsidiaries its subsidiaries with the officers thereof and independent accountants therefor. (b) At its election, TCO or the Administrative Agent may, at its own cost and expense, retain an independent engineer or environmental consultant to conduct an environmental assessment of the condition of any Mortgaged Property or facility of any Tensar Party or of any Tensar Party’s compliance with Environmental Law. Each of Tensar Holdings and Tensar shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to Tensar Holdings and Tensar of the plans to conduct such an environmental assessment. Environmental assessments conducted under this clause (b) shall be limited to visual inspections of the Mortgaged Property or facility, interviews with representatives of the Tensar Parties or facility personnel, and review of applicable records and documents pertaining to the property or facility, its compliance with Environmental Law and any potential Environmental Liabilities. (c) In the event that TCO or the Administrative Agent or any Lender reasonably believes believe that (i) Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower Tensar Holdings, Tensar or the Subsidiaries or (ii) that any such property or facility is not being operated in material compliance with applicable Environmental Law, ; TCO may or the Administrative Agent mayAgent, at its election and after reasonable notice to the BorrowerTensar, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in material compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph Section 1.07(c) of this Schedule 3 shall be determined in the commercially reasonable discretion of TCO and the Administrative Agent. The Borrower Each of Tensar Holdings and Tensar shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Borrower Tensar of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph Section 1.07(c) of this Schedule 3 shall be at the BorrowerTensar’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of the Borrowers will, and will cause each of the Subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit any representatives designated by the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of the Borrower, Loan Party at reasonable times and as the case may be, or any of the Subsidiaries often as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, or any of the Subsidiaries Loan Parties with the officers thereof and independent accountants therefor. (b) In the event that the Administrative Agent or any Lender reasonably believes shall have reason to believe that Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower or the Subsidiaries any Loan Party or that any such property or facility is not being operated in material compliance with applicable Environmental Law, the Administrative Agent may, at its election and after reasonable notice to the Administrative Borrower, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wells and leaching areas, and the taking of soil samples, surface water wxxxx samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in the reasonable sole discretion of the Administrative Agent. The Borrower Each of the Borrowers shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Administrative Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph shall be at the Borrower’s Borrowers' sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep Keep, and cause each Restricted Subsidiary to keep, proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all applicable requirements of law are made of all financial transactionsoperations. The No more than once in any fiscal year (except if an Event of Default has occurred and is continuing) the Borrower will, and will cause each of the its Restricted Subsidiaries to, during normal business hourspermit, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as if reasonably requested by the Administrative Agent reasonably determines to be appropriateAgent, permit any representatives designated by the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of the Borrower, as the case may be, Borrower or any of the its Restricted Subsidiaries at reasonable times and as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, Borrower or any of the its Restricted Subsidiaries with the officers thereof and independent accountants therefor. (b) At its election, the Administrative Agent may retain, or require the Borrower to retain, an independent engineer or environmental consultant to conduct an environmental assessment of any Mortgaged Property or facility of the Borrower or any Restricted Subsidiary. Any such environmental assessments conducted pursuant to this Section 5.07(b) shall be at the Borrower’s sole cost and expense only if conducted following the occurrence of (i) an Event of Default or (ii) any event, circumstance or condition that could reasonably be expected to result in an Event of Default, in the case of each of clause (i) and (ii) that concerns or relates to any Environmental Liabilities of the Borrower or any Restricted Subsidiary; provided that the Borrower shall only be responsible for such costs and expenses to the extent that such environmental assessment is limited to that which is reasonably necessary to asses the subject matter of such Event of Default or such event, circumstance or condition that could reasonably be expected to result in an Event of Default. In addition, environmental assessments conducted pursuant to this Section 5.07(b) shall not be conducted more than once every twelve (12) months with respect to any parcel of Mortgaged Property or any single facility of the Borrower or any Restricted Subsidiary unless such environmental assessments are conducted following the occurrence of (i) an Event of Default or (ii) any event, circumstance or condition that could reasonably be expected to result in an Event of Default, in the case of each of clause (i) and (ii) that concerns or relates to any Environmental Liabilities of the Borrower or any Restricted Subsidiary. The Borrower shall, and shall cause each of the Restricted Subsidiaries to, reasonably cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have reasonable access to each property or facility at reasonable times and after reasonable notice to the Borrower of the plans to conduct such an environmental assessment. Environmental assessments conducted under this Section 5.07(b) shall be limited to visual inspections of the Mortgaged Property or facility, interviews with representatives of the Borrower or facility personnel, and review of applicable records and documents pertaining to the property or facility. 109 US-DOCS\104110541.24 (c) In the event that the Administrative Agent or any Lender reasonably believes that Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower or the Subsidiaries any Restricted Subsidiary or that any such property or facility is not being operated in material compliance with applicable Environmental Law, in each case where the Release, threatened Release or failure to comply has resulted in, or could reasonably be expected to result in, an Environmental Liability of the Borrower or any of the Restricted Subsidiaries in excess of $10,000,000 from such single event, the Administrative Agent may, at its election and after reasonable notice to the Borrower, retain retain, or require the Borrower to retain, an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in reasonably assess the soilsubject matter of such Release, groundwater, threatened Release or surface water at such Real Property or facility or whether the facilities or properties are being operated and maintained in compliance failure to comply with applicable Environmental LawsLaw. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses in each case as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in reasonable and necessary to assess the reasonable discretion subject matter of the Administrative AgentRelease, threatened Release or failure to comply. The Borrower shall, and shall cause each of the Restricted Subsidiaries to, reasonably cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full reasonable access to each property or facility at reasonable times and after reasonable notice to the Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph Section 5.07(c) shall be at the Borrower’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of the Borrowers will, and will cause each of the Subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit the Administrative any representatives designated by any Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of the BorrowerLoan Party, and conduct field examinations relating to the Collateral, at reasonable times and as the case may be, or any of the Subsidiaries often as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative any Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, or any of the Subsidiaries Loan Parties with the officers thereof and independent accountants therefor. (b) In the event that the Administrative any Agent or any Lender reasonably believes shall have reason to believe that Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower or the Subsidiaries any Loan Party or that any such property or facility is not being operated in material compliance with applicable Environmental Law, the Administrative either Agent may, at its election and after reasonable notice to the Administrative Borrower, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in compliance with applicable Environmental Laws; provided however that, no Agent shall retain a consultant to evaluate a particular Release to the extent the other Agent shall have already retained such a consultant. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wells and leaching areas, and the taking of soil samples, surface xxxxace water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in the reasonable sole discretion of the Administrative either Agent. The Borrower Each of the Borrowers shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative either Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Administrative Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph shall be at the Borrower’s Borrowers' sole cost and expense."

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of Tensar Holdings and Tensar will, and will cause each of the Subsidiaries its subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default permit any representatives designated by TCO or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, to visit and inspect the financial records and the properties of the BorrowerTensar Holdings or Tensar, as the case may be, or any of the Subsidiaries its subsidiaries at reasonable times and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any such representatives designated by TCO or the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the BorrowerTensar Parties, as the case may be, or any of the Subsidiaries its subsidiaries with the officers thereof and independent accountants therefor. (b) At its election, TCO or the Administrative Agent may, at its own cost and expense, retain an independent engineer or environmental consultant to conduct an environmental assessment of the condition of any Mortgaged Property or facility of any Tensar Party or of any Tensar Party’s compliance with Environmental Law. Each of Tensar Holdings and Tensar shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to Tensar Holdings and Tensar of the plans to conduct such an environmental assessment. Environmental assessments conducted under this clause (b) shall be limited to visual inspections of the Mortgaged Property or facility, interviews with representatives of the Tensar Parties or facility personnel, and review of applicable records and documents pertaining to the property or facility, its compliance with Environmental Law and any potential Environmental Liabilities. (c) In the event that TCO or the Administrative Agent or any Lender reasonably believes believe that (i) Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower Tensar Holdings, Tensar or the Subsidiaries or (ii) that any such property or facility is not being operated in material compliance with applicable Environmental Law, ; TCO may or the Administrative Agent mayAgent, at its election and after reasonable notice to the BorrowerTensar, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in material compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph Section 1.07(c) of this Schedule 3 shall be determined in the commercially reasonable discretion of TCO and the Administrative Agent. The Borrower Each of Tensar Holdings and Tensar shall, and shall cause each of the Subsidiaries to, cooperate in the Schedule 3, Affirmative Covenants performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Borrower Tensar of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph Section 1.07(c) of this Schedule 3 shall be at the BorrowerTensar’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of Tensar Holdings and Tensar will, and will cause each of the Subsidiaries its subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default permit any representatives designated by TCO or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, to visit and inspect the financial records and the properties of the BorrowerTensar Holdings or Tensar, as the case may be, or any of the Subsidiaries its subsidiaries at reasonable times and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any such representatives designated by TCO or the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the BorrowerTensar Parties, as the case may be, or any of the Subsidiaries its subsidiaries with the officers thereof and independent accountants therefor. (b) At its election, TCO or the Agent may, at its own cost and expense, retain an independent engineer or environmental consultant to conduct an environmental assessment of the condition of any Mortgaged Property or facility of any Tensar Party or of any Tensar Party’s compliance with Environmental Law. Each of Tensar Holdings and Tensar shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Agent to have full access to each property or facility at reasonable times and after reasonable notice to Tensar Holdings and Tensar of the plans to conduct such an environmental assessment. Environmental assessments conducted under this clause (b) shall be limited to visual inspections of the Mortgaged Property or facility, interviews with representatives of the Tensar Parties or facility personnel, and review of applicable records and documents pertaining to the property or facility, its compliance with Environmental Law and any potential Environmental Liabilities. (c) In the event that TCO or the Administrative Agent or any Lender reasonably believes believe that (i) Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower Tensar Holdings, Tensar or the Subsidiaries or (ii) that any such property or facility is not being operated in material compliance with applicable Environmental Law, ; TCO may or the Administrative Agent mayAgent, at its election and after reasonable notice to the BorrowerTensar, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in material compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph Section 1.07(c) of this Schedule 3 shall be determined in the commercially reasonable discretion of TCO and the Administrative Agent. The Borrower Each of Tensar Holdings and Tensar shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by TCO or the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Borrower Tensar of the plans to Schedule 3, Affirmative Covenants conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph Section 1.07(c) of this Schedule 3 shall be at the BorrowerTensar’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower will, and will cause each of the Subsidiaries its subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit any representatives designated by the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of the Borrower, as the case may be, or any of the Subsidiaries its subsidiaries at reasonable times and as reasonably requested, and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, or any of the Subsidiaries its subsidiaries with the officers thereof and independent accountants therefortherefore, provided that a member of management of the applicable Loan Party shall be afforded a reasonable opportunity to be present at any meeting with such accountants, provided further, that so long as no Event of Default or Default has occurred and is continuing, there shall be no more than three visits in the aggregate by the Administrative Agent, Lenders, or their representatives per calendar year (or such additional number of visits as any of the Administrative Agent or Lenders may reasonably request provided such additional visits are coordinated with the Administrative Agent so as to reasonably minimize the burden imposed on each Loan Party and its Subsidiaries) and such visits shall be limited to normal business hours. (b) At its election, the Administrative Agent or any Lender may, at its own cost and expense, retain an independent engineer or environmental consultant to conduct an environmental assessment of any Mortgaged Property or facility of any Loan Party. The Borrower shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent or such Lender to have full access to each property or facility at reasonable times and after reasonable advance notice to the Borrower of the plans to conduct such an environmental assessment. Environmental assessments conducted under this paragraph shall be limited to visual inspections of the Mortgaged Property or facility, interviews with representatives of the Loan Parties or facility personnel, and review of applicable records and documents pertaining to the property or facility. (c) In the event that the Administrative Agent or any Lender reasonably believes shall have reason to believe that Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower or the Subsidiaries or that any such property or facility is not being operated in material compliance with applicable Environmental Law, the Administrative Agent may, at its election and after reasonable advance notice to the Borrower, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in material compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in within the reasonable discretion of the Administrative Agent. The Borrower shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable advance notice to the Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph shall be at the Borrower’s sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of the Borrowers will, and will cause each of the Subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit any representatives designated by the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of the BorrowerLoan Party, and conduct field examinations relating to the Collateral, at reasonable times and as the case may be, or any of the Subsidiaries often as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, or any of the Subsidiaries Loan Parties with the officers thereof and independent accountants therefor. (b) In the event that the Administrative Agent or any Lender reasonably believes shall have reason to believe that Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower or the Subsidiaries any Loan Party or that any such property or facility is not being operated in material compliance with applicable Environmental Law, the Administrative Agent may, at its election and after reasonable notice to the Administrative Borrower, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in the reasonable sole discretion of the Administrative Agent. The Borrower Each of the Borrowers shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Administrative Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph shall be at the Borrower’s Borrowers’ sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Borrower Each of the Borrowers will, and will cause each of the Subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit any representatives designated by the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of the Borrower, Loan Party at reasonable times and as the case may be, or any of the Subsidiaries often as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of the Borrower, as the case may be, or any of the Subsidiaries Loan Parties with the officers thereof and independent accountants therefor. (b) [Intentionally Omitted] (c) In the event that the Administrative Agent or any Lender reasonably believes shall have reason to believe that Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of the Borrower or the Subsidiaries any Loan Party or that any such property or facility is not being operated in material compliance with applicable Environmental Law, the Administrative Agent may, at its election and after reasonable notice to the Administrative Borrower, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in compliance with applicable Environmental Laws. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all storage areas, storage tanks, drains, dry xxxxx wells and leaching areas, and the taking of soil samples, surface water xxxxx samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in the reasonable sole discretion of the Administrative Agent. The Borrower Each of the Borrowers shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full access to each property or facility at reasonable times and after reasonable notice to the Administrative Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph shall be at the Borrower’s Borrowers' sole cost and expense.

Maintaining Records; Access to Properties and Inspections; Environmental Assessments. (a) Keep proper books of record and account with respect to its business activities in which proper full, true and correct entries in conformity with GAAP and all requirements of law are made of all financial transactionsdealings and transactions in relation to its business and activities. The Each of Holdings and the Borrower will, and will cause each of the Subsidiaries its subsidiaries to, during normal business hours, from time to time upon three Business Days’ prior notice, unless a Default or Event of Default shall be continuing, and as frequently as the Administrative Agent reasonably determines to be appropriate, permit any representatives designated by the Administrative Agent or any Lender, in each case, at the expense of the Administrative Agent or such Lender, respectively, Lender to visit and inspect the financial records and the properties of Holdings or the Borrower, as the case may be, or any of the Subsidiaries its subsidiaries at reasonable times during normal business hours following reasonable notice and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender (acting through the Administrative Agent), in each case, at the expense of the Administrative Agent or such Lender, respectively, to discuss the affairs, finances and condition of Holdings or the Borrower, as the case may be, or any of the Subsidiaries its subsidiaries with the officers thereof and independent accountants therefor; provided that the Administrative Agent or such Lender shall notify the Borrower prior to any contact with such accountants and give the Borrower the opportunity to participate in such discussions if available at such time. (b) At its election, the Administrative Agent or any Lender may, at its own cost and expense, retain an independent engineer or environmental consultant to conduct an environmental assessment of any Mortgaged Property or facility of any Loan Party. Each of Holdings and the Borrower shall, and shall cause each of the Subsidiaries to, cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent or such Lender to have full access to each property or facility at reasonable times during normal business hours and after reasonable notice to the Borrower of the plans to conduct such an environmental assessment. (c) In the event that the Administrative Agent or any Lender reasonably believes shall have reason to believe that (i) Hazardous Materials have been Released or are threatened to be Released on or from any Real Mortgaged Property or other facility of Holdings, (ii) the Borrower or the Subsidiaries or that any such property or facility is not being operated in material compliance with applicable Environmental Law or Mining Law or (iii) reclamation is required pursuant to any Mining Law, the Administrative Agent may, at its election and after reasonable written notice to the Borrower, retain an independent engineer or other qualified environmental consultant to evaluate whether Hazardous Materials are present in the soil, groundwater, or surface water at such Real Mortgaged Property or facility or whether the facilities or properties are being operated and maintained in compliance with applicable Environmental LawsLaws or whether such reclamation is being conducted in compliance with Mining Law. Such environmental assessments may include detailed visual inspections of the Real Mortgaged Property or facility, including any and all mining locations, storage areas, storage tanks, drains, dry xxxxx and leaching areas, and the taking of soil samples, surface water samples and groundwater samples as well as such other reasonable investigations or analyses as are necessary. The scope of any such environmental assessments under this paragraph shall be determined in the reasonable sole discretion of the Administrative Agent. The Each of Holdings and the Borrower shall, and shall cause each of the Subsidiaries to, promptly cooperate in the performance of any such environmental assessment and permit any such engineer or consultant designated by the Administrative Agent to have full and unrestricted access to each property or facility at reasonable times during normal business hours and after reasonable notice to the Borrower of the plans to conduct such an environmental assessment. All environmental assessments conducted pursuant to this paragraph shall be at the Borrower’s 's sole cost and expense.