Receivables Review Sample Clauses

Receivables Review. At any time and from time to time, upon not less than five (5) Business Days' notice (unless a Liquidation Event has occurred and is continuing (or the Agent believes in good faith that a Liquidation Event has occurred and is continuing), in which case no such notice shall be required) permit the Company and the Agent or their respective agents or representatives, (i)(A) to examine, to audit and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under its control relating to the Receivables generated by it, including, without limitation, the Contracts, and purchase orders and other agreements related thereto, and (B) to visit its offices and properties for the purpose of examining such materials described in the foregoing clause (A) and discussing matters relating to the Receivables generated by it or its performance hereunder with any of its officers or employees having knowledge of such matters; (ii) to meet with its independent auditors, to review such auditor's work papers and otherwise to review with such auditors its books and records with respect to the Receivables generated by it and the Related Rights thereto; and (iii) without limiting the provisions of clause (i) next above, from time to time, at its expense, permit certified public accountants or other auditors acceptable to the Agent to conduct a review of its books and records with respect to the Receivables and the Related Rights conveyed to the Company hereunder; provided that, so long as no Liquidation Event has occurred and is continuing, (x) such examinations, visits, meetings and reviews shall not be done more than two (2) times in any one calendar year and (y) it shall only be responsible for the costs and expenses of one such review in any one calendar year.
AutoNDA by SimpleDocs
Receivables Review. (i) From time to time during regular business hours, upon reasonable prior notice as requested by the Company, the Agent or the Insurer, permit the Company, the Agent or the Control Party, or their registered agents or representatives, (A) to examine and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under the control of the Originator relating to Receivables and the Related Rights, including, without limitation, the related Contracts, and (B) to visit the offices and properties of the Originator for the purpose of examining such materials described in clause (A) above, and to discuss matters relating to Receivables and the Related Rights or the Originator's performance hereunder or under the Contracts with any of the officers or employees of the Originator having knowledge of such matters; and (ii) without limiting the provisions of clause (i) immediately above, from time to time on request of the Insurer or the Agent, permit certified public accountants or other auditors acceptable to the Insurer or the Agent, as applicable, to conduct a review of its books and records with regards to the Receivables and Related Rights; provided, however, that the Control Party (or if the Control Party is the Majority Purchasers, the Agent) shall not be reimbursed for more than two such examinations in any year (including any examinations conducted pursuant to any other Transaction Document but excluding any audit conducted pursuant to Section 4.2(a) of the Receivables Purchase Agreement unless (x) a Level One Trigger has occurred and is continuing, in which case the Company, the Control Party or the Agent shall be reimbursed for four such examinations per year in addition to any audits conducted pursuant to Section 4.2(a) of the Receivables Purchase Agreement or (y) a Termination Event, Unmatured Termination Event or Control Party Notice Event has occurred, in which case the Control Party (or if the Control Party is the Majority Purchasers, the Agent) shall be reimbursed for all such examinations. The Control Party agrees to notify the Agent of any such examinations and agrees that the Agent can be present at any such examinations."
Receivables Review. (i) At any time and from time to time (but not more than twice during the term of this Agreement so long as no Termination Event has occurred and is continuing) during regular business hours, upon reasonable prior notice, permit the Company and/or the Agent, or their respective agents or representatives, (A) to examine, to audit and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under the control of each Originator relating to the Receivables and Related Rights, including, without limitation, the Contracts and other agreements related thereto, and (B) to visit such Originator's offices and properties for the purpose of examining such materials described in the foregoing clause (A) and discussing matters relating to the Receivables and Related Rights or such Originator's performance hereunder with any of the officers or employees of such Originator having knowledge of such matters; and (ii) without limiting the provisions of clause (i) next above, from time to time on request of the Agent, permit certified public accountants or other auditors acceptable to the Agent to conduct a review of its books and records with respect to the Receivables and Related Rights.
Receivables Review. (i) From time to time during regular business hours, upon reasonable prior notice as requested by the Company, the Insurer or the Agent, permit the Company, the Agent or the Control Party, or their respective agents or representatives, (A) to examine and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under the control of the Originator relating to the Receivables and Related Rights, including, without limitation, the related Contracts, and (B) to visit the Originator's offices and properties for the purpose of examining such materials described in the foregoing clause (A) and to discuss matters relating to the Receivables and Related Rights or the Originator's performance hereunder or under the Contracts with any of the officers or employees of the Originator having knowledge of such matters; and (ii) without limiting the provisions of clause (i) next above, from time to time on request of the Insurer or the Agent permit certified public accountants or other auditors acceptable to the Insurer or the Agent, as applicable to conduct a review of its books and records with respect to the Receivables and Related Rights; provided that so long as no Purchase and Sale Termination Event or Unmatured Termination Event has occurred the Company, the Agent, the Control Party, certified public accountants or other auditors acceptable to the Control Party (or if the Control Party is the Majority Purchasers, the Agent), as applicable, shall not conduct more than two such examinations or reviews, as applicable, in any year (including any examinations conducted pursuant to any other Transaction Document). The Control Party agrees to notify the Agent of such examinations and agrees that the Agent can be present at such examinations.
Receivables Review. It will, from time to time as requested by Xxxxx Fargo, at reasonable times and upon reasonable prior notice, permit Xxxxx Fargo or its designee, (i) to have access to its premises during normal business hours and (ii) to have it make available copies of its books and records electronically to Xxxxx Fargo, in each case, for the purposes of inspecting, verifying and auditing its books and records with respect to Receivables arising under any Contract (including the Records and other Related Assets) and discussing matters relating to such Receivables or its financial condition or performance under any Transaction Document or performance under any Contract, in each case, with any of its officers, employees or authorized designees or of the Parents having knowledge of such matters and, after the occurrence and during the continuation of a Termination Event, to take copies of any of the Records relating to transactions subject to this Agreement and to obtain such originals thereof as Xxxxx Fargo may request.
Receivables Review. Supplier will, from time to time as requested by Xxxxx, at reasonable times and upon reasonable prior notice, permit Xxxxx, or its designee, (i) to have access to Supplier’s premises during normal business hours and (ii) to have Supplier make available copies of Supplier’s books and records electronically to Xxxxx, in each case, for the purposes of inspecting, verifying and auditing Supplier’s books and records with respect to the Receivables and Related Assets (including the Records) and discussing matters relating to the Purchased Assets or Supplier’s financial condition or performance under any Transaction Document or performance under any Contract, in each case, with any of the officers or employees of Supplier having knowledge of such matters and to take copies of any of the Records relating to transactions subject to this Agreement and to obtain such originals thereof as Xxxxx may request.
Receivables Review. (i) At any time and from time to time (but, (a) prior to the occurrence of a Purchase and Sale Termination Event or an Unmatured Purchase and Sale Termination Event or (b) unless, in the opinion of the Funding Agents reasonable grounds for insecurity exist with respect to the collectibility of the Receivables or such Originator's performance or ability to perform its obligations under this Agreement, no more frequently than annually) during regular business hours, upon reasonable prior notice, permit the Company and/or the Funding Agents, or their respective agents or representatives, (A) to examine, to audit and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under the control of such Originator relating to the Receivables and Related Rights, including, without limitation, the Contracts and other agreements related thereto, and (B) to visit such Originator's offices and properties for the purpose of examining such materials described in the foregoing clause (A) and discussing matters relating to the Receivables and Related Rights or such Originator's performance hereunder with any of the officers or employees of such Originator having knowledge of such matters; and (ii) without limiting the provisions of clause (i) next above, from time to time (but, (a) prior to the occurrence of a Purchase and Sale Termination Event or an Unmatured Purchase and Sale Termination Event or (b) unless, in the opinion of the Funding Agents reasonable grounds for insecurity exist with respect to the collectibility of the Receivables or such Originator's performance or ability to perform its obligations under this Agreement, no more frequently than annually) on request of the Funding Agents, permit certified public accountants or other auditors acceptable to the Funding Agents to conduct a review of its books and records with respect to the Receivables and Related Rights.
AutoNDA by SimpleDocs
Receivables Review. (i) At any time and from time to time (but not more, with respect to an Originator, than twice during the term of this Agreement so long as no Liquidation Event has occurred and is continuing) during regular business hours, upon reasonable prior notice, permit the Company and/or the Agent, or their respective agents or representatives, (A) to examine, to audit and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under the control of an Originator relating to the Receivables and Related Rights, including, without limitation, the Contracts and other agreements related thereto, and (B) to visit such Originator's offices and properties for the purpose of examining such materials described in the foregoing clause (A) and discussing matters relating to the Receivables and Related Rights or such Originator's performance hereunder with any of the officers or employees of such Originator having knowledge of such matters; and (ii) without limiting the provisions of clause (i) next above, from time to time on request of the Agent, permit certified public accountants or other auditors acceptable to the Agent to conduct a review of its books and records with respect to the Receivables and Related Rights; provided, however, that unless a Liquidation Event has occurred and is continuing, such review shall occur at the expense of the applicable Originator no more than once in any calendar year.
Receivables Review. (i) At any time and from time to time during regular business hours, permit the Purchaser or the Agent or any of their respective agents or representatives, upon at least two Business Daysprior notice (provided that no such notice shall be required if an Event of Default or Unmatured Event of Default shall have occurred and be continuing) (A) to examine and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under the control of Aspen relating to the Transferred Receivables and Contracts and other agreements and (B) to visit Aspen’s offices and properties for the purpose of examining such materials described in the foregoing clause (A) and discussing matters relating to the Transferred Receivables or Aspen’s performance hereunder with any of the officers or employees of Aspen having knowledge of such matters; and (ii) without limiting the provisions of clause (i) next above, from time to time on request of the Agent, permit internal auditors or employees or agents of the Agent to conduct, at Aspen’s expense, a review of its books and records; provided, however, that unless an Event of Default or an Unmatured Event of Default has occurred and is continuing, Aspen shall not be required to pay the expenses associated with more than two audits of Aspen’s books and records in any calendar year and the aggregate amount in respect of any single audit of Aspen shall not exceed $25,000.
Receivables Review. (i) At any time and from time to time during regular business hours, upon reasonable prior notice, permit the Company and/or the Agent, or their respective agents or representatives, (A) to examine, to audit and make copies of and abstracts from all books, records and documents (including, without limitation, computer tapes and disks) in the possession or under the control of the Originator relating to the Receivables and Related Rights, including, without limitation, the Contracts and other agreements related thereto, and (B) to visit the Originator's offices and properties for the purpose of examining such materials described in the foregoing clause (A) and discussing matters relating to the Receivables and Related Rights or the Originator's performance hereunder with any of the officers or employees of the Originator having knowledge of such matters; and (ii) without limiting the provisions of clause (i) next above, from time to time on request of the Agent, permit certified public accountants or other auditors acceptable to the Agent to conduct a review of its books and records with respect to the Receivables and Related Rights.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!