Common use of Receivables Reviews Clause in Contracts

Receivables Reviews. Seller shall, subject to the next sentence, permit Buyer and Second Step Purchaser and their respective agents or representatives, at the reasonable expense of Seller, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all Records in the possession or under the control of Seller relating to the Transferred Receivables, and (ii) to visit the offices and properties of Seller for the purpose of examining the materials described in clause (i) above, and to discuss matters relating to any such Transferred Receivables of Seller or Seller's performance hereunder with any of the Responsible Officers of Seller or, with the prior consent of a Responsible Officer of Seller, with employees of Seller having knowledge of such matters (the examinations set forth in the foregoing clauses (i) and (ii) being herein called a "Seller Receivables Review"). Buyer and Second Step Purchaser shall be entitled to conduct Seller Receivables Reviews whenever either of them, in its reasonable judgment, deems it appropriate; provided that, unless a Termination Event or Potential Termination Event has occurred and is then continuing: (x) Buyer or Second Step Purchaser (or its respective agent or representative) shall give Seller at least five Business Days' prior written notice of any Seller Receivables Review; (y) each of Buyer and Second Step Purchaser shall have the right to request a Seller Receivables Review not more than twice in any calendar year; and (z) to the extent reasonably practicable, Buyer and Second Step Purchaser shall coordinate such reviews to minimize the disruption and expense to Seller.

Receivables Reviews. Seller shall, subject to the next sentenceduring regular business hours, ------------------- permit Buyer and Second Step Purchaser and their respective agents or representatives, at the reasonable expense of Seller, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all Records in the possession or under the control of Seller relating to the Transferred ReceivablesReceivables generated by Seller, and (ii) to visit the offices and properties of Seller for the purpose of examining the materials described in clause (i) above, and to discuss ---------- matters relating to any such Transferred Receivables of Seller or Seller's performance hereunder with any of the Responsible Officers of Seller or, with the prior consent of a Responsible Officer of Seller, with employees of Seller having knowledge of such matters (the examinations set forth in the foregoing clauses (i) and (ii) being ----------- ---- herein called a "Seller Receivables Review"). Buyer and Second Step Purchaser its agents or representatives shall be entitled to conduct Seller Receivables Reviews whenever either of themBuyer, in its reasonable judgment, deems it appropriate; provided thatprovided, unless that prior to the occurrence and continuance of a Termination Event or Potential Termination Event has occurred and is then continuing: (x) Event, Buyer or Second Step Purchaser (or its respective agent or representative) shall give Seller at least five Business Days' prior written notice of any Seller Receivables Review; (y) each of , and Buyer and Second Step Purchaser shall have the right to request a Seller Receivables Review not more than twice in any calendar year; and (z) to the extent reasonably practicable, Buyer and Second Step Purchaser shall coordinate such reviews to minimize the disruption and expense to Seller.

Receivables Reviews. Seller shall, subject to during regular business hours, ------------------- permit Buyer, Trustee, the next sentence, permit Buyer and Second Step Purchaser Investor Certificateholders and their respective agents or representatives, at the reasonable expense of Seller, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all Records in the possession or under the control of Seller relating to the Transferred ReceivablesPurchased Assets, and (ii) to visit the offices and properties of Seller for the purpose of examining the materials described in clause (i) above, and to discuss matters relating to any such Transferred Receivables of Seller ---------- Purchased Assets or Seller's performance hereunder with any of the Responsible Authorized Officers of Seller or, with the prior consent of a Responsible an Authorized Officer of Seller, with employees of Seller having knowledge of such matters (the examinations set forth in the foregoing clauses (i) and (ii) being herein called ----------- ---- a "Seller Receivables Review"). Buyer Each Seller Receivables Review shall require not less than three Business Days' prior notice to Seller, unless Seller is in default in any material respect under any Transaction Document, in which event only one Business Days' prior notice shall be required. Buyer, Trustee, and Second Step Purchaser the Required Persons shall each be entitled to conduct Seller Receivables Reviews whenever either of them, in its reasonable judgment, such Person deems it appropriate; provided that, unless a Termination Event or Potential Termination Event has occurred and is then continuing: (x) Buyer or Second Step Purchaser (or its respective agent or representative) shall give Seller at least five Business Days' prior written notice of any Seller Receivables Review; (y) each of Buyer and Second Step Purchaser shall have the right to request a Seller Receivables Review not more than twice in any calendar year; and (z) to the extent reasonably practicable, Buyer and Second Step Purchaser shall coordinate such reviews to minimize the disruption and expense to Seller.

Receivables Reviews. Seller shall, subject to the next sentenceduring regular business hours, permit Buyer and Second Step Purchaser and their respective agents or representatives, at the reasonable expense of Seller, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all Records in the possession or under the control of Seller relating to the Transferred ReceivablesReceivables generated by Seller, and (ii) to visit the offices and properties of Seller for the purpose of examining the materials described in clause (i) above, and to discuss matters relating to any such Transferred Receivables of Seller or Seller's performance hereunder with any of the Responsible Officers of Seller or, with the prior consent of a Responsible Officer of Seller, with employees of Seller having knowledge of such matters (the examinations set forth in the foregoing clauses (i) and (ii) being herein called a "Seller Receivables Review"). Buyer and Second Step Purchaser its agents or representatives shall be entitled to conduct Seller Receivables Reviews whenever either of themBuyer, in its reasonable judgment, deems it appropriate; provided thatprovided, unless that prior to the occurrence and continuance of a Termination Event or Potential Termination Event has occurred and is then continuing: (x) Event, Buyer or Second Step Purchaser (or its respective agent or representative) shall give Seller at least five Business Days' prior written notice of any Seller Receivables Review; (y) each of , and Buyer and Second Step Purchaser shall have the right to request a Seller Receivables Review not more than twice in any calendar year; and (z) to the extent reasonably practicable, Buyer and Second Step Purchaser shall coordinate such reviews to minimize the disruption and expense to Seller.