Common use of Books and Records; Inspections Clause in Contracts

Books and Records; Inspections. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP shall be made of all dealings and transactions in relation to its business and activities. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, permit any authorized representatives designated by the Administrative Agent to visit and inspect any of the properties of any Credit Party and any of its respective Subsidiaries (including any Securitization Subsidiary), to inspect, copy and take extracts from its and their financial and accounting records, and to discuss its and their affairs, finances and accounts with its and their officers and independent public accountants, all upon reasonable prior written notice and at such reasonable times during normal business hours and as often as may reasonably be requested; provided, however, that Holdings shall only be responsible for the expenses relating to the foregoing (a) for one visit per Fiscal Year if no Event of Default has occurred and is continuing and (b) during the continuation of an Event of Default.

Appears in 4 contracts

Samples: Credit and Guaranty Agreement (Tronox LTD), Credit and Guaranty Agreement (Tronox LTD), Credit and Guaranty Agreement (Tronox LTD)

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Books and Records; Inspections. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP shall be made of all dealings and transactions in relation to its business and activities. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, permit any authorized representatives designated by the Administrative Agent any Lender to visit and inspect any of the properties of any Credit Party and any of its respective Subsidiaries (including any Securitization Subsidiary)Subsidiaries, to inspect, copy and take extracts from its and their financial and accounting records, and to discuss its and their affairs, finances and accounts with its and their officers and (so long as a representative of Holdings or Borrower has been afforded a reasonable opportunity to be present at such discussions) independent public accountants, all upon reasonable prior written notice and at such reasonable times during normal business hours and as often as may reasonably be requested; providedprovided that, however, that Holdings shall only be responsible for the expenses relating to the foregoing (a) for one visit per Fiscal Year if no Event of unless a Default has occurred and is continuing continuing, Borrower shall not be required to pay the expense of any such visit by a representative of a Lender, and (b) shall only be required to pay the expense of two such visits by a representative of Administrative Agent during the continuation of an Event of Defaultany Fiscal Year.

Appears in 4 contracts

Samples: Credit and Guaranty Agreement (Bz Intermediate Holdings LLC), Credit and Guaranty Agreement (Boise Inc.), Intercreditor Agreement (Bz Intermediate Holdings LLC)

Books and Records; Inspections. Each Credit Party willshall, and will shall cause each of its Subsidiaries (including any Securitization Subsidiary) to, keep proper books of record and accounts in which full, true and correct shall be made to enable the preparation of the financial statements entries in conformity in all material respects with GAAP shall be made of all dealings and transactions in relation to its business and activitiesGAAP. Each Credit Party willshall, and will shall cause each of its Subsidiaries (including any Securitization Subsidiary) to, permit any authorized representatives designated by the Administrative Agent and any Lender (when accompanying Administrative Agent) to visit and inspect any of the properties of any Credit Party and any of its respective Subsidiaries (including any Securitization Subsidiary)Subsidiaries, to inspect, copy and take extracts from its and their financial and accounting records, and to discuss its and their affairs, finances and accounts with its and their officers and independent public accountants; provided, that the representatives of such Credit Party shall be given the opportunity to be present at or participate in any such discussion, all upon reasonable prior written notice and at such reasonable times during normal business hours and as often as may reasonably be requestedhours; providedprovided further that, however, that Holdings shall only be responsible for the expenses relating to the foregoing (a) for one visit per Fiscal Year if no unless an Event of Default has occurred and is continuing continuing, (a) Borrowers shall not be required to pay the expense of any such visit and (b) only two such visits shall be permitted during the continuation of an Event of Defaultany Fiscal Year.

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (General Growth Properties, Inc.), Credit and Guaranty Agreement (General Growth Properties, Inc.), Credit and Guaranty Agreement (New GGP, Inc.)

Books and Records; Inspections. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP shall be made of all dealings and transactions in relation to its business and activities. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, permit any authorized representatives designated by the Administrative Agent (unless an Event of Default has occurred and is continuing, in which case such authorized representatives may be designated by any Lender) to visit and inspect any of the properties of any Credit Party and any of its respective Subsidiaries (including any Securitization Subsidiary)Subsidiaries, to inspect, copy and take extracts from its and their financial and accounting records, and to discuss its and their affairs, finances and accounts with its and their officers and independent public accountants, all upon reasonable prior written notice and at such reasonable times during normal business hours and as often as may reasonably be requested; providedprovided that, however, that Holdings shall only be responsible for the expenses relating to the foregoing (a) for one visit per Fiscal Year if so long as no Default or Event of Default has occurred and is continuing continuing, such inspections shall be limited to once per year. Administrative Agent and (b) during the continuation of an Event of DefaultLenders shall give Holdings and Borrower the opportunity to participate in any discussions with any Credit Party’s independent public accountants.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (TerraForm Power, Inc.), Term Loan and Guaranty Agreement (TerraForm Power, Inc.)

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Books and Records; Inspections. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP shall be made of all dealings and transactions in relation to its business and activities. Each Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, permit any authorized representatives designated by any Purchaser (including the Administrative Agent right to appoint third party agents) to visit and inspect any of the properties of any Credit Party and any of its respective Subsidiaries (including any Securitization Subsidiary)Subsidiaries, to inspect, copy and take extracts from its and their financial and accounting records, and to discuss its and their affairs, finances and accounts with its and their officers and independent public accountantsaccountants (but only to the extent a Responsible Officer has been provided a bona fide opportunity to attend such meeting), all upon reasonable prior written notice and at such reasonable times during normal business hours and as often as may reasonably be requested; provided, however, that Holdings shall only be responsible for the expenses relating to the foregoing (a) for one visit per Fiscal Year if so long as no Event of Default has occurred and is continuing and (b) during continuing, the continuation of an Event of DefaultCredit Parties shall not be required to permit or reimburse the Purchasers, taken as a whole, for more than one such visit or inspection in any calendar year.

Appears in 1 contract

Samples: Note Purchase Agreement and Guaranty (Inspired Entertainment, Inc.)

Books and Records; Inspections. Each Borrower Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP shall be made of all dealings and transactions in relation to its business and activities. Each Borrower Credit Party will, and will cause each of its Subsidiaries (including any Securitization Subsidiary) to, permit any authorized representatives designated by the Administrative Agent any Lender to visit and inspect any of the properties of any Borrower Credit Party and any of its respective Subsidiaries (including any Securitization Subsidiary), to inspect, copy and take extracts from its and their financial and accounting records, and to discuss its and their affairs, finances and accounts with its and their officers and independent public accountants, all upon reasonable prior written notice and at such reasonable times during normal business hours and as often as may reasonably be requested; provided, however, provided that Holdings shall only be responsible for the expenses relating to the foregoing (a) for one visit per Fiscal Year if no unless an Event of Default has shall have occurred and is continuing be continuing, such visits and inspections shall be limited to once in each calendar year and shall be at the sole cost and expense of Administrative Agent or the applicable Lender(s) (b) during except that Administrative Agent may make one such visit in each calendar year, the continuation of an Event of Defaultreasonable cost and expense thereof shall be borne by Borrower).

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Atlantic Power Corp)

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