Common use of Right to Inspect; Further Assignments and Security Interests Clause in Contracts

Right to Inspect; Further Assignments and Security Interests. Agent may at all reasonable times (and at any time when an Event of Default exists) have access to, examine, audit, make copies (at Grantor's expense) and extracts from and inspect Grantor's premises and examine Grantor's books, records and operations relating to the Patents and Licenses; PROVIDED, THAT in conducting such inspections and examinations, Agent shall use reasonable efforts not to disturb unnecessarily the conduct of Grantor's ordinary business operations. From and after the occurrence of an Event of Default, Grantor agrees that Agent, or a conservator appointed by Agent, shall have the right to establish such reasonable additional product quality controls as Agent or such conservator, in its sole and absolute judgment, may deem necessary to assure maintenance of the quality of products sold by Grantor under the Patents and the Licenses or in connection with which such Patents and Licenses are used. Grantor agrees (i) not to sell or assign its respective interests in, or grant any license under, the Patents or the Licenses without the prior and express written consent of Agent, (ii) to maintain the quality of such products as of the date hereof, and (iii) not to change the quality of such products in any material respect without Agent's prior and express written consent.

Right to Inspect; Further Assignments and Security Interests. The Agent may at all reasonable times (and at any time when an Event of Unmatured Default or Default exists) have access to, examine, audit, make copies (at Grantor's expense) and extracts from and inspect Grantor's premises and examine Grantor's books, records and operations relating to the Patents Trademarks and Licenses; PROVIDED, THAT that in conducting such inspections and examinations, the Agent shall use reasonable efforts not to disturb unnecessarily the conduct of Grantor's ordinary business operations. From and after the occurrence of an Event of a Default, Grantor agrees that the Agent, or a conservator appointed by the Agent, shall have the right to establish such reasonable additional product quality controls as the Agent or such conservator, in its sole and absolute judgment, may deem necessary to assure maintenance of the quality of products sold by Grantor under the Patents Trademarks and the Licenses or in connection with which such Patents Trademarks and Licenses are used. Grantor agrees (i) not to sell or assign its respective interests in, or grant any license under, the Patents Trademarks or the Licenses without the prior and express written consent of the Agent, (ii) to maintain the quality of such products as of the date hereof, and (iii) not to change the quality of such products in any material respect without the Agent's prior and express written consent.

Right to Inspect; Further Assignments and Security Interests. Agent may at all reasonable times (and at any time when an Event of Default exists) have access to, examine, audit, make copies (at Grantor's expense) and extracts from and inspect Grantor's premises and examine Grantor's books, records and operations relating to the Patents Trademarks and Licenses; PROVIDED, THAT in conducting such inspections and examinations, Agent shall use reasonable efforts not to disturb unnecessarily the conduct of Grantor's ordinary business operations. From and after the occurrence of an Event of Default, Grantor agrees that Agent, or a conservator appointed by Agent, shall have the right to establish such reasonable additional product quality controls as Agent or such conservator, in its sole and absolute judgment, may deem necessary to assure maintenance of the quality of products sold by Grantor under the Patents Trademarks and the Licenses or in connection with which such Patents Trademarks and Licenses are used. Grantor agrees (iI) not to sell or assign its respective interests in, or grant any license under, the Patents Trademarks or the Licenses without the prior and express written consent of Agent, (iiII) to maintain the quality of such products as of the date hereof, and (iiiIII) not to change the quality of such products in any material respect without Agent's prior and express written consent.

Right to Inspect; Further Assignments and Security Interests. Agent may at all reasonable times (and at any time when an Event of Default exists) have access to, examine, audit, make copies (at Grantor's expense) and extracts from and inspect Grantor's premises and examine Grantor's books, records and operations relating to the Patents Trademarks and Licenses; PROVIDED, THAT in conducting such inspections and examinations, Agent shall use reasonable efforts not to disturb unnecessarily the conduct of Grantor's ordinary business operations. From and after the occurrence of an Event of Default, Grantor agrees that Agent, or a conservator appointed by Agent, shall have the right to establish such reasonable additional product quality controls as Agent or such conservator, in its sole and absolute judgment, may deem necessary to assure maintenance of the quality of products sold by Grantor under the Patents Trademarks and the Licenses or in connection with which such Patents Trademarks and Licenses are used. Grantor agrees (i) not to sell or assign its respective interests in, or grant any license under, the Patents Trademarks or the Licenses without the prior and express written consent of Agent, (ii) to maintain the quality of such products as of the date hereof, and (iii) not to change the quality of such products in any material respect without Agent's prior and express written consent.

Right to Inspect; Further Assignments and Security Interests. The Administrative Agent may at all reasonable times (and at any time when an Event of Unmatured Default or Default exists) have access to, examine, audit, make copies (at Grantor's expense) and extracts from and inspect Grantor's premises and examine Grantor's books, records and operations relating to the Patents Trademarks and Licenses; PROVIDEDprovided, THAT that in conducting such inspections and examinations, the Administrative Agent shall use reasonable efforts not to disturb unnecessarily the conduct of Grantor's ordinary business operations. From and after the occurrence of an Event of a Default, Grantor agrees that the Administrative Agent, or a conservator appointed by the Administrative Agent, shall have the right to establish such reasonable additional product quality controls as the Administrative Agent or such conservator, in its sole and absolute judgment, may deem necessary to assure maintenance of the quality of products sold by Grantor under the Patents Trademarks and the Licenses or in connection with which such Patents Trademarks and Licenses are used. Grantor agrees (i) not to sell or assign its respective interests in, or grant any license under, the Patents Trademarks or the Licenses without the prior and express written consent of the Administrative Agent, (ii) to maintain the quality of such products as of the date hereof, and (iii) not to change reduce the quality of such products in any material respect without the Administrative Agent's prior and express written consent.

Right to Inspect; Further Assignments and Security Interests. The Administrative Agent may at all reasonable times (and at any time when an Event of Unmatured Default or Default exists) have access to, examine, audit, make copies (at Grantor's expense) and extracts from and inspect Grantor's premises and examine Grantor's books, records and operations relating to the Patents Trademarks and Licenses; PROVIDEDprovided, THAT that in conducting such inspections and examinations, the Administrative Agent shall use reasonable efforts not to disturb unnecessarily the conduct of Grantor's ordinary business operations. From and after during the occurrence continuance of an Event of a Default, Grantor agrees that the Administrative Agent, or a conservator appointed by the Administrative Agent, shall have the right to establish such reasonable additional product quality controls as the Administrative Agent or such conservator, in its sole and absolute judgment, may deem necessary to assure maintenance of the quality of products sold by Grantor under the Patents Trademarks and the Licenses or in connection with which such Patents Trademarks and Licenses are used. Grantor agrees (i) not to sell or assign its respective interests in, or grant any license under, the Patents Trademarks or the Licenses without the prior and express written consent of Agentthe Administrative Agent (which consent, prior to the occurrence and continuance of a Default, shall not be unreasonably withheld), (ii) to maintain the quality of such products as of the date hereof, and (iii) not to change reduce the quality of such products in any material respect without the Administrative Agent's prior and express written consent.

Right to Inspect; Further Assignments and Security Interests. Agent may at all reasonable times and on reasonable advance written notice (and at any time without notice when an Event of Default exists) have access to, examine, audit, make copies (at Grantor's Borrowers’ expense) and extracts from and inspect Grantor's Borrowers’ premises and examine Grantor's Borrowers’ books, records and operations relating to the Patents Trademarks and Licenses; PROVIDEDprovided, THAT that in conducting such inspections and examinations, Agent shall use reasonable efforts not to disturb unnecessarily the conduct of Grantor's Borrowers’ ordinary business operations. From and after the occurrence and during the continuance of an Event of Default, Grantor agrees the Borrowers agree that Agent, or a conservator appointed by Agent, shall have the right to establish such reasonable additional product quality controls as Agent or such conservator, in its sole and absolute judgment, may deem necessary to assure maintenance of the quality of products sold by Grantor Borrowers under the Patents Trademarks and the Licenses or in connection with which such Patents Trademarks and Licenses are used. Grantor agrees The Borrowers agree (i) not to sell give reasonable written notice to Agent with respect to any sale or assign assignment of its respective interests in, or grant of any license under, the Patents Trademarks or the Licenses without the prior and express written consent of AgentLicenses, (ii) to maintain the quality of such products as of the date hereof, and (iii) not to give reasonable written notice to Agent with respect to any material change of the quality of such products in any material respect without Agent's prior and express written consentproducts.