Common use of Visits, Inspections and Discussions Clause in Contracts

Visits, Inspections and Discussions. Permit, or promptly ----------------------------------- take such actions as are necessary or desirable in order to permit, representatives (whether or not officers or employees) of the Bank, from time to time, as often as may be reasonably requested, to (i) visit any of its premises or property or any premises or property of others on which any of its property or books and records (or books and records of others relating to it) may be located, (ii) inspect, and verify the amount, character and condition of, any of its property, (iii) review and make extracts from its books and records and books and records of others relating to it, including management letters prepared by its independent certified public accountants, (iv) cause an audit of the Collateral to be prepared and delivered to the Bank from time to time upon the Bank's reasonable request and at the Borrower's expense, and (v) discuss with any Person (including its principal officers, independent certified public accountants, suppliers, customers, debtors and other creditors) #90068563. its business, assets, Liabilities, financial condition, results of operation and business prospects, provided, however, that, if an Event of Default is not -------- ------- continuing, the Bank will notify the Borrower prior to discussing such matters with any supplier or customer. Notwithstanding the foregoing, any failure by the Bank to notify the Borrower pursuant to the preceding sentence shall not affect the Bank's rights hereunder. The Borrower hereby authorizes and directs all other Persons (i) to permit representatives of the Bank to make such visits, inspections, reviews and extracts of premises, property, books and records within their possession or control and (ii) to discuss such matters with such representatives. The Bank will endeavor to keep all financial information regarding the Borrower confidential and not to release any such information to any third party not affiliated with the Bank or the Borrower other than the Authority, provided, however, that the Bank's noncompliance with this sentence -------- ------- will not affect its rights under this Agreement. The Bank will request that any representative of the Bank (other than an officer or employee of the Bank or any of its Affiliates) execute a confidentiality agreement between such representative and the Borrower relating to information obtained by such representative regarding the Borrower, provided, however, that any failure of -------- ------- such representative to execute such confidentiality agreement shall not preclude the Bank from using the services of such representative. #90068563.

Visits, Inspections and Discussions. PermitSubject to Section 10.04, or promptly the ----------------------------------- take such actions as are necessary or desirable in order Borrower shall and shall cause each Subsidiary to permit, permit representatives (whether or not officers or employees) of the Bankany Lender, from time to timetime during the Borrower's normal daytime business hours, as often as may be reasonably requestedrequested and upon reasonable notice, to (ia) visit any of its premises or property or any the premises or property of others on which any of its property the Borrower or books and records (or books and records of others relating to it) may be locatedsuch Subsidiary, (iib) during any such visit, inspect, and verify the amount, character and condition of, any of its propertythe properties or assets of the Borrower or such Subsidiary, (iiic) during any such visit, review and make extracts from its books and records and the books and records of others relating to it, including management letters prepared by its independent certified public accountants, (iv) cause an audit of the Collateral to be prepared and delivered to the Bank from time to time upon the Bank's reasonable request and at the Borrower's expenseBorrower or such Subsidiary, and (vd) during any such visit, discuss the affairs, finances and accounts of the Borrower or such Subsidiary with any Person (including its principal officers, employees or its independent certified public accountants, suppliers, customers, debtors accountants (and other creditors) #90068563. its business, assets, Liabilities, financial condition, results of operation and business prospects, provided, however, that, if an Event of Default is not -------- ------- continuing, the Bank will notify the Borrower prior to discussing such matters with any supplier or customer. Notwithstanding the foregoing, any failure by the Bank to notify the Borrower pursuant to the preceding sentence shall not affect the Bank's rights hereunder. The Borrower hereby authorizes such accountants to discuss the finances and directs all other Persons (i) to permit representatives affairs of the Bank Borrower and the Subsidiaries); provided, that in the case -------- of any discussions pursuant to make such visitsclause (d), inspections, reviews and extracts a representative of premises, property, books and records within their possession or control and (ii) to discuss such matters with such representatives. The Bank will endeavor to keep all financial information regarding the Borrower confidential designated by a Responsible Officer must be present, it being understood and not to release any such information to any third party not affiliated with the Bank or agreed by the Borrower other than that it will cooperate to cause this condition to be satisfied. Each Lender will pay the Authority, provided, however, that the Bank's noncompliance with this sentence -------- ------- will not affect costs incurred by such Lender in exercising its rights under this Agreement. The Bank will request that any representative of the Bank (other than an officer or employee of the Bank or any of its Affiliates) execute a confidentiality agreement between such representative and the Borrower relating to information obtained by such representative regarding the Borrower, Section 6.03; provided, -------- however, that if a Lender exercises its rights under this Section 6.03 ------- after the occurrence of an Event of Default, then the Borrower will reimburse such Lender for the reasonable costs incurred by such Lender in connection therewith promptly after such Lender's request therefor. Nothing in this Agreement or any failure other Loan Document does, is intended to or shall be construed as authorizing the Agent, the Issuer or any Lender to conduct or have conducted for its account or the account of -------- ------- such representative to execute such confidentiality agreement shall not preclude any other Person after the Bank from using date of this Agreement any environmental inspection or audit of the services Refinery or the real property on which the Refinery is situated or any other plant, property or equipment or real property owned or leased by the Borrower on the date of such representative. #90068563this Agreement.

Visits, Inspections and Discussions. PermitSubject to Section 10.04, or promptly the Borrower ----------------------------------- take such actions as are necessary or desirable in order shall and shall cause each Subsidiary to permit, permit representatives (whether or not officers or employees) of the Bankany Lender, from time to timetime during the Borrower's normal daytime business hours, as often as may be reasonably requestedrequested and upon reasonable notice, to (ia) visit any of its premises or property or any the premises or property of others on which any of its property the Borrower or books and records (or books and records of others relating to it) may be locatedsuch Subsidiary, (iib) during any such visit, inspect, and verify the amount, character and condition of, any of its propertythe properties or assets of the Borrower or such Subsidiary, (iiic) during any such visit, review and make extracts from its books and records and the books and records of others relating to it, including management letters prepared by its independent certified public accountants, (iv) cause an audit of the Collateral to be prepared and delivered to the Bank from time to time upon the Bank's reasonable request and at the Borrower's expenseBorrower or such Subsidiary, and (vd) during any such visit, discuss the affairs, finances and accounts of the Borrower or such Subsidiary with any Person (including its principal officers, employees or its independent certified public accountants, suppliers, customers, debtors accountants (and other creditors) #90068563. its business, assets, Liabilities, financial condition, results of operation and business prospects, provided, however, that, if an Event of Default is not -------- ------- continuing, the Bank will notify the Borrower prior to discussing such matters with any supplier or customer. Notwithstanding the foregoing, any failure by the Bank to notify the Borrower pursuant to the preceding sentence shall not affect the Bank's rights hereunder. The Borrower hereby authorizes such accountants to discuss the finances and directs all other Persons (i) to permit representatives affairs of the Bank Borrower and the Subsidiaries); provided, that in the case of any discussions pursuant to make such visitsclause (d), inspections, reviews and extracts a representative of premises, property, books and records within their possession or control and (ii) to discuss such matters with such representatives. The Bank will endeavor to keep all financial information regarding the Borrower confidential designated by a Responsible Officer must be present, it being understood and not to release any such information to any third party not affiliated with the Bank or agreed by the Borrower other than that it will cooperate to cause this condition to be satisfied. Each Lender will pay the Authority, costs incurred by such Lender in exercising its rights under this Section 6.03; provided, however, that the Bank's noncompliance with this sentence if a -------- ------- will not affect Lender exercises its rights under this AgreementSection 6.03 after the occurrence of an Event of Default, then the Borrower will reimburse such Lender for the reasonable costs incurred by such Lender in connection therewith promptly after such Lender's request therefor. The Bank will request that Nothing in this Agreement or any representative other Loan Document does, is intended to or shall be construed as authorizing the Agent or any Lender to conduct or have conducted for its account or the account of any other Person after the date of this Agreement any environmental inspection or audit of the Bank (other than an officer Refinery or employee of the Bank real property on which the Refinery is situated or any of its Affiliates) execute a confidentiality agreement between such representative and other plant, property or equipment or real property owned or leased by the Borrower relating to information obtained by such representative regarding on the Borrower, provided, however, that any failure date of -------- ------- such representative to execute such confidentiality agreement shall not preclude the Bank from using the services of such representative. #90068563this Agreement.

Visits, Inspections and Discussions. PermitSubject to Section 10.04, or promptly the ----------------------------------- take such actions as are necessary or desirable in order Borrower shall and shall cause each Subsidiary to permit, permit representatives (whether or not officers or employees) of the Bankany Lender, from time to timetime during the Borrower's normal daytime business hours, as often as may be reasonably requestedrequested and upon reasonable notice, to (ia) visit any of its premises or property or any the premises or property of others on which any of its property the Borrower or books and records (or books and records of others relating to it) may be locatedsuch Subsidiary, (iib) during any such visit, inspect, and verify the amount, character and condition of, any of its propertythe properties or assets of the Borrower or such Subsidiary, (iiic) during any such visit, review and make extracts from its books and records and the books and records of others relating to it, including management letters prepared by its independent certified public accountants, (iv) cause an audit of the Collateral to be prepared and delivered to the Bank from time to time upon the Bank's reasonable request and at the Borrower's expenseBorrower or such Subsidiary, and (vd) during any such visit, discuss the affairs, finances and accounts of the Borrower or such Subsidiary with any Person (including its principal officers, employees or its independent certified public accountants, suppliers, customers, debtors accountants (and other creditors) #90068563. its business, assets, Liabilities, financial condition, results of operation and business prospects, provided, however, that, if an Event of Default is not -------- ------- continuing, the Bank will notify the Borrower prior to discussing such matters with any supplier or customer. Notwithstanding the foregoing, any failure by the Bank to notify the Borrower pursuant to the preceding sentence shall not affect the Bank's rights hereunder. The Borrower hereby authorizes such accountants to discuss the finances and directs all other Persons (i) to permit representatives affairs of the Bank Borrower and the Subsidiaries); provided, that in the case of any discussions pursuant to make such visitsclause (d), inspections, reviews and extracts a representative of premises, property, books and records within their possession or control and (ii) to discuss such matters with such representatives. The Bank will endeavor to keep all financial information regarding the Borrower confidential designated by a Responsible Officer must be present, it being understood and not to release any such information to any third party not affiliated with the Bank or agreed by the Borrower other than that it will cooperate to cause this condition to be satisfied. Each Lender will pay the Authority, costs incurred by such Lender in exercising its rights under this Section 6.03; provided, however, that the Bank's noncompliance with this sentence if a -------- ------- will not affect Lender exercises its rights under this AgreementSection 6.03 after the occurrence of an Event of Default, then the Borrower will reimburse such Lender for the reasonable costs incurred by such Lender in connection therewith promptly after such Lender's request therefor. The Bank will request that Nothing in this Agreement or any representative other Loan Document does, is intended to or shall be construed as authorizing the Agent or any Lender to conduct or have conducted for its account or the account of any other Person after the date of this Agreement any environmental inspection or audit of the Bank (other than an officer Refinery or employee of the Bank real property on which the Refinery is situated or any of its Affiliates) execute a confidentiality agreement between such representative and other plant, property or equipment or real property owned or leased by the Borrower relating to information obtained by such representative regarding on the Borrower, provided, however, that any failure date of -------- ------- such representative to execute such confidentiality agreement shall not preclude the Bank from using the services of such representative. #90068563this Agreement.

Visits, Inspections and Discussions. PermitSubject to Section 10.04, or promptly ----------------------------------- take such actions as are necessary or desirable in order the Borrower shall and shall cause each Subsidiary to permit, permit representatives (whether or not officers or employees) of the Bankany Lender, from time to timetime during the Borrower's normal daytime business hours, as often as may be reasonably requestedrequested and upon reasonable notice, to (ia) visit any of its premises the Property of the Borrower or property or any premises or property of others on which any of its property or books and records (or books and records of others relating to it) may be locatedsuch Subsidiary, (iib) during any such visit, inspect, and verify the amount, character and condition of, any of its propertythe Property of the Borrower or such Subsidiary, (iiic) during any such visit, review and make extracts from its books and records and the books and records of others relating to it, including management letters prepared by its independent certified public accountants, (iv) cause an audit of the Collateral to be prepared and delivered to the Bank from time to time upon the Bank's reasonable request and at the Borrower's expenseBorrower or such Subsidiary, and (vd) during any such visit, discuss the affairs, finances and accounts of the Borrower or such Subsidiary with any Person (including its principal officers, employees or its independent certified public accountants, suppliers, customers, debtors accountants (and other creditors) #90068563. its business, assets, Liabilities, financial condition, results of operation and business prospects, provided, however, that, if an Event of Default is not -------- ------- continuing, the Bank will notify the Borrower prior to discussing such matters with any supplier or customer. Notwithstanding the foregoing, any failure by the Bank to notify the Borrower pursuant to the preceding sentence shall not affect the Bank's rights hereunder. The Borrower hereby authorizes such accountants to discuss the finances and directs all other Persons (i) to permit representatives affairs of the Bank Borrower and the Subsidiaries); provided, that in the case of any discussions pursuant to make such visitsclause (d), inspections, reviews and extracts a representative of premises, property, books and records within their possession or control and (ii) to discuss such matters with such representatives. The Bank will endeavor to keep all financial information regarding the Borrower confidential designated by a Responsible Officer must be present, it being understood and not to release any such information to any third party not affiliated with the Bank or agreed by the Borrower other than that it will cooperate to cause this condition to be satisfied. Each Lender will pay the Authority, costs incurred by such Lender in exercising its rights under this Section 6.03; provided, however, that the Bank's noncompliance with this sentence -------- ------- will not affect if a Lender exercises its rights under this AgreementSection 6.03 after the occurrence of an Event of Default, then the Borrower will reimburse such Lender for the reasonable costs incurred by such Lender in connection therewith promptly after such Lender's request therefor. The Bank will request that Nothing in this Agreement or any representative other Loan Document does, is intended to or shall be construed as authorizing the Agent, any Issuer or any Lender to conduct or have conducted for its account or the account of any other Person after the date of this Agreement any environmental inspection or audit of the Bank (other than an officer Refinery or employee of the Bank real property on which the Refinery is situated or any of its Affiliates) execute a confidentiality agreement between such representative and other plant or Property owned or leased by the Borrower relating to information obtained by such representative regarding on the Borrower, provided, however, that any failure date of -------- ------- such representative to execute such confidentiality agreement shall not preclude the Bank from using the services of such representative. #90068563this Agreement.

Visits, Inspections and Discussions. PermitSubject to Section 10.04, or promptly ----------------------------------- take such actions as are necessary or desirable in order the Borrower shall and shall cause each Subsidiary to permit, permit representatives (whether or not officers or employees) of the Bankany Lender, from time to timetime during the Borrower’s normal daytime business hours, as often as may be reasonably requestedrequested and upon reasonable notice, to (ia) visit any of its premises the Property of the Borrower or property or any premises or property of others on which any of its property or books and records (or books and records of others relating to it) may be locatedsuch Subsidiary, (iib) during any such visit, inspect, and verify the amount, character and condition of, any of its propertythe Property of the Borrower or such Subsidiary, (iiic) during any such visit, review and make extracts from its books and records and the books and records of others relating to it, including management letters prepared by its independent certified public accountants, (iv) cause an audit of the Collateral to be prepared and delivered to the Bank from time to time upon the Bank's reasonable request and at the Borrower's expenseBorrower or such Subsidiary, and (vd) during any such visit, discuss the affairs, finances and accounts of the Borrower or such Subsidiary with any Person (including its principal officers, employees or its independent certified public accountants, suppliers, customers, debtors accountants (and other creditors) #90068563. its business, assets, Liabilities, financial condition, results of operation and business prospects, provided, however, that, if an Event of Default is not -------- ------- continuing, the Bank will notify the Borrower prior to discussing such matters with any supplier or customer. Notwithstanding the foregoing, any failure by the Bank to notify the Borrower pursuant to the preceding sentence shall not affect the Bank's rights hereunder. The Borrower hereby authorizes such accountants to discuss the finances and directs all other Persons (i) to permit representatives affairs of the Bank Borrower and the Subsidiaries); provided, that in the case of any discussions pursuant to make such visitsclause (d), inspections, reviews and extracts a representative of premises, property, books and records within their possession or control and (ii) to discuss such matters with such representatives. The Bank will endeavor to keep all financial information regarding the Borrower confidential designated by a Responsible Officer must be present, it being understood and not to release any such information to any third party not affiliated with the Bank or agreed by the Borrower other than that it will cooperate to cause this condition to be satisfied. Each Lender will pay the Authority, costs incurred by such Lender in exercising its rights under this Section 6.03; provided, however, that the Bank's noncompliance with this sentence -------- ------- will not affect if a Lender exercises its rights under this AgreementSection 6.03 after the occurrence of an Event of Default, then the Borrower will reimburse such Lender for the reasonable costs incurred by such Lender in connection therewith promptly after such Lender’s request therefor. The Bank will request that Nothing in this Agreement or any representative other Loan Document does, is intended to or shall be construed as authorizing the Agent, any Issuer or any Lender to conduct or have conducted for its account or the account of any other Person after the date of this Agreement any environmental inspection or audit of the Bank (other than an officer Refinery or employee of the Bank real property on which the Refinery is situated or any of its Affiliates) execute a confidentiality agreement between such representative and other plant or Property owned or leased by the Borrower relating to information obtained by such representative regarding on the Borrower, provided, however, that any failure date of -------- ------- such representative to execute such confidentiality agreement shall not preclude the Bank from using the services of such representative. #90068563this Agreement.

Visits, Inspections and Discussions. PermitSubject to Section 10.04, or promptly ----------------------------------- take such actions as are necessary or desirable in order the Borrower shall and shall cause each Subsidiary to permit, permit representatives (whether or not officers or employees) of the Bankany Lender, from time to timetime during the Borrower's normal daytime business hours, as often as may be reasonably requestedrequested and upon reasonable notice, to (ia) visit any of its premises the Property of the Borrower or property or any premises or property of others on which any of its property or books and records (or books and records of others relating to it) may be locatedsuch Subsidiary, (iib) during any such visit, inspect, and verify the amount, character and condition of, any of its propertythe Property of the Borrower or such Subsidiary, (iiic) during any such visit, review and make extracts from its books and records and the books and records of others relating to it, including management letters prepared by its independent certified public accountants, (iv) cause an audit of the Collateral to be prepared and delivered to the Bank from time to time upon the Bank's reasonable request and at the Borrower's expenseBorrower or such Subsidiary, and (vd) during any such visit, discuss the affairs, finances and accounts of the Borrower or such Subsidiary with any Person (including its principal officers, employees or its independent certified public accountants, suppliers, customers, debtors accountants (and other creditors) #90068563. its business, assets, Liabilities, financial condition, results of operation and business prospects, provided, however, that, if an Event of Default is not -------- ------- continuing, the Bank will notify the Borrower prior to discussing such matters with any supplier or customer. Notwithstanding the foregoing, any failure by the Bank to notify the Borrower pursuant to the preceding sentence shall not affect the Bank's rights hereunder. The Borrower hereby authorizes such accountants to discuss the finances and directs all other Persons (i) to permit representatives affairs of the Bank Borrower and the Subsidiaries); provided, that in the case of any discussions pursuant to make such visitsclause (d), inspections, reviews and extracts a representative of premises, property, books and records within their possession or control and (ii) to discuss such matters with such representatives. The Bank will endeavor to keep all financial information regarding the Borrower confidential designated by a Responsible Officer must be present, it being understood and not to release any such information to any third party not affiliated with the Bank or agreed by the Borrower other than that it will cooperate to cause this condition to be satisfied. Each Lender will pay the Authority, costs incurred by such Lender in exercising its rights under this Section 6.03; provided, however, that the Bank's noncompliance with this sentence -------- ------- will not affect if a Lender exercises its rights under this AgreementSection 6.03 after the occurrence of an Event of Default, then the Borrower will reimburse such Lender for the reasonable costs incurred by such Lender in connection therewith promptly after such Lender's request therefor. The Bank will request that Nothing in this Agreement or any representative other Loan Document does, is intended to or shall be construed as authorizing the Agent or any Lender to conduct or have conducted for its account or the account of any other Person after the date of this Agreement any environmental inspection or audit of the Bank (other than an officer Refinery or employee of the Bank real property on which the Refinery is situated or any of its Affiliates) execute a confidentiality agreement between such representative and other plant, Property owned or leased by the Borrower relating to information obtained by such representative regarding on the Borrower, provided, however, that any failure date of -------- ------- such representative to execute such confidentiality agreement shall not preclude the Bank from using the services of such representative. #90068563this Agreement.