Common use of Receivables Reviews Clause in Contracts

Receivables Reviews. Seller shall, during regular business hours, ------------------- permit Buyer, Trustee, the Investor Certificateholders and their respective agents or representatives, at the 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 Purchased Assets, and (ii) to visit the offices of Seller for the purpose of examining the materials described in clause (i) above, and to discuss matters relating to any ---------- Purchased Assets or Seller's performance hereunder with any of the Authorized Officers of Seller or, with the prior consent of 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"). 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 the Required Persons shall each be entitled to conduct Seller Receivables Reviews whenever such Person deems it appropriate.

Receivables Reviews. Seller shall, during regular business hours, ------------------- permit Buyer, Trustee, the Investor Certificateholders Buyer and Second Step Purchaser and their respective agents or representatives, at the 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 Purchased AssetsReceivables 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 ---------- Purchased Assets Receivables of Seller or Seller's performance hereunder with any of the Authorized Responsible Officers of Seller or, with the prior consent of an Authorized 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"). Each Seller Receivables Review Buyer and its agents or representatives 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 the Required Persons shall each be entitled to conduct Seller Receivables Reviews whenever such Person Buyer, in its reasonable judgment, deems it appropriate; provided, that prior to the occurrence and continuance of a Termination Event or Potential Termination Event, Buyer (or its agent or representative) shall give Seller at least five Business Days' prior notice of any Seller Receivables Review, and Buyer shall have the right to request a Seller Receivables Review not more than twice in any calendar year.

Receivables Reviews. Such Seller shall, during regular normal ------------------- business hourshours upon not less than five Business Days' prior notice, ------------------- permit Buyer, Trustee, the Investor Certificateholders Buyer and their respective its agents or representatives, at the expense of SellerBuyer, (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 such Seller relating to the Purchased AssetsReceivables or Related Assets generated by such Seller, and (ii) to visit the offices and properties of such Seller for the purpose of examining the materials described in clause (i) ---------- above, and to discuss matters relating to any ---------- Purchased Receivables or any Related Assets of such Seller or such Seller's performance hereunder with any of the Authorized Officers of such Seller or, with the prior consent of an Authorized Officer of such Seller, with employees of such Seller having knowledge of such matters (the examinations set forth in the foregoing clauses (i) and (ii) being herein called ----------- ---- a "Seller Receivables ----------- ---- Review"). Each Seller Receivables Review Buyer and its agents or representatives 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 the Required Persons shall each be entitled to conduct such Seller Receivables Reviews at the expense of Buyer whenever such Person Buyer, in its reasonable judgment, deems it appropriate; provided, that prior to the date on which all payment Obligations of Borrower owed to all the Third Party Financiers shall become due and payable under all Third Party Documents, Buyer (or its agent or respective authorized representative) shall give such Seller reasonable prior notice of any Seller Receivables Review.

Receivables Reviews. Seller shall, during regular business hours, ------------------- permit Buyer, Trustee, the Investor Certificateholders Buyer and Second Step Purchaser and their respective agents or representatives, at the 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 Purchased AssetsReceivables 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 ---------- Purchased Assets Receivables of Seller or Seller's performance hereunder with any of the Authorized Responsible Officers of Seller or, with the prior consent of an Authorized 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"). Each Seller Receivables Review Buyer and its agents or representatives 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 the Required Persons shall each be entitled to conduct Seller Receivables Reviews whenever such Person Buyer, in its reasonable judgment, deems it appropriate; provided, that prior to the occurrence and continuance of a Termination Event or Potential Termination Event, Buyer (or its agent or representative) shall give Seller at least five Business Days' prior notice of any Seller Receivables Review, and Buyer shall have the right to request a Seller Receivables Review not more than twice in any calendar year.

Receivables Reviews. Seller shall, during regular business hourssubject to the next sentence, ------------------- permit Buyer, Trustee, the Investor Certificateholders 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 Purchased AssetsTransferred 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 ---------- Purchased Assets such Transferred Receivables of Seller or Seller's performance hereunder with any of the Authorized Responsible Officers of Seller or, with the prior consent of an Authorized 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"). Each Seller Receivables Review Buyer and Second Step Purchaser 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 the Required Persons shall each be entitled to conduct Seller Receivables Reviews whenever such Person 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.