Common use of Access to Collateral; Books and Records Clause in Contracts

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 4 contracts

Samples: Loan and Security Agreement (Alibris Inc), Loan and Security Agreement (P Com Inc), Loan and Security Agreement (P Com Inc)

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Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its subsidiaries or affiliates in connection with their business with Borrower and to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus the amount of any actual out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 2 contracts

Samples: Loan and Security Agreement (Xplore Technologies Corp), Loan and Security Agreement (Xplore Technologies Corp)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records*. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 700 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation. *; however, provided no Default or Event of Default has occurred and is continuing, such audits will occur no more often than quarterly, or as conditions may warrant.

Appears in 2 contracts

Samples: Loan and Security Agreement (Applied Precision, Inc.), Security Agreement (Applied Precision, Inc.)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 700 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules reschedule the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 2 contracts

Samples: Loan and Security Agreement (Tegal Corp /De/), Security Agreement (Tegal Corp /De/)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's expense and the charge therefor shall be $750 700 per person per day (or such higher amount as shall represent Silicon's then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 2 contracts

Samples: Loan and Security Agreement (Sento Corp), Loan and Security Agreement (Click2learn Inc/De/)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or auditaudit and will exercise the same degree of care that it exercises for its own proprietary information, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's expense and the charge therefor shall be $750 700 per person per day (or such higher amount as shall represent Silicon's then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 five days written notice to Silicon, then (without limiting any of Silicon's rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 2 contracts

Samples: Loan and Security Agreement (Zhone Technologies Inc), Loan and Security Agreement (Zhone Technologies Inc)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's books and records. Silicon shall take reasonable steps its best efforts to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process provided that Silicon, to the extent permitted by law, shall endeavor to provide Borrower with notice of such subpoena or other legal process. The foregoing inspections and audits shall be conducted at such intervals and upon such circumstances as Silicon reasonably deems appropriate and shall be conducted at Borrower's expense and the expense. The charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules reschedule the audit with less than 10 days days' written notice to Silicon, then (without limiting any of Silicon's rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Security Agreement (Chyron Corp)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information /* to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.. * to its subsidiaries or affiliates in connection with their business with Borrower and

Appears in 1 contract

Samples: Security Agreement (Three Five Systems Inc)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection Silicon Valley Bank Loan and Security Agreement or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules reschedule the audit with less than 10 days days’ written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Loan and Security Agreement (Artisoft Inc)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules reschedule the audit with less than 10 days days’ written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Loan and Security Agreement (Vertical Communications, Inc.)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its subsidiaries or affiliates in connection with their business with Borrower and to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Security Agreement (Act Teleconferencing Inc)

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Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Such inspections and audits may be done by Silicon quarterly or at such other times as Silicon shall determine in its good faith business judgment. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Security Agreement (Micro Therapeutics Inc)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy each Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's Borrowers’ expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's then current standard charge for the same)day, plus reasonable out-of-pocket expenses. In the event a Borrower and Silicon schedule an audit more than 10 days in advance, and either Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), such Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation. Any inspections of Collateral under this Section 5.4 shall be limited to three (3) per year unless (i) an Event of Default has occurred and is continuing or (ii) in Silicon’s reasonable business judgment conditions otherwise warrant such inspection.

Appears in 1 contract

Samples: Loan and Security Agreement (Xenogen Corp)

Access to Collateral; Books and Records. At reasonable times, and on three Business Day's notice (except it shall be one Business Day's noticenotice in the case of a Default or Event of Default), Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Security Agreement (Adept Technology Inc)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Loan and Security Agreement (Unify Corp)

Access to Collateral; Books and Records. At reasonable times, and on one full Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. The audits will be performed no more frequently than quarterly, unless (i) Silicon believes that it is advisable to do conduct audits more frequently in Silicon’s good faith business judgment, or (ii) a Default or Event of Default has occurred and is continuing. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to the extent required by any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's ’s expense and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event If Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.

Appears in 1 contract

Samples: Loan and Security Agreement (Essential Group Inc)

Access to Collateral; Books and Records. At reasonable times, and on one Business Day's ’s notice, Silicon, or its agents, shall have the right to inspect the Collateral, and the right to audit and copy Borrower's ’s books and records. Silicon shall take reasonable steps to keep confidential all information obtained in any such inspection or audit, but Silicon shall have the right to disclose any such information to its auditors, regulatory agencies, and attorneys, and pursuant to any subpoena or other legal process. The foregoing inspections and audits shall be at Borrower's expense ’s expense, which inspections and audits shall not exceed four (4) per calendar year prior to the occurrence of an Event of Default, and the charge therefor shall be $750 per person per day (or such higher amount as shall represent Silicon's ’s then current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Silicon schedule an audit more than 10 days in advance, and Borrower seeks to reschedules reschedule the audit with less than 10 days written notice to Silicon, then (without limiting any of Silicon's ’s rights or remedies), Borrower shall pay Silicon a cancellation fee of $1,000 plus any out-of-pocket expenses incurred by Silicon, to compensate Silicon for the anticipated costs and expenses of the cancellation.” and inserting in lieu thereof the following:

Appears in 1 contract

Samples: Tenth Loan Modification Agreement (Double-Take Software, Inc.)

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